Assets of Pennsylvania Restaurants Business

Sale of substantially all of assets of Keystone Pizza Partners, LLC (“Seller”), include sixteen (16) operating Pizza Hut restaurant locations, two parcels of real property underlying two (2) of those operating restaurants, as well as various items of personal property consisting mainly of pizza restaurant equipment and furnishings (together, hereinafter referred to as the “Restaurant Assets”), and more described as below:

• All tangible personal property owned by Seller and used in connection with the operation of the Business, including those assets located at each of Seller’s Business locations, including, without limitation, all equipment, computers (including all copies of software installed on any such computers, servers, or other electronic equipment, and any
• documentation and media constituting, describing, or relating to such copies, including manuals, technical specifications and the like), furniture, supplies, fixtures, and other tangible personal property of Seller, drawings, permits, and all Inventory;
• all rights and claims with respect to the Purchased Assets, Assumed Contracts and Assumed Liabilities (defined in Section 2.2 below), including all enforcement rights;
• all Permits, to the extent transferable, necessary for Buyer to perform its obligations under the Assumed Contracts after the Closing;
• Seller’s email addresses, website (including the URL, electronic images, text, and source codes therein), facsimile and telephone numbers (to the extent transferrable), and cellphones;
• The leases, contracts, licenses or similar arrangements listed on Schedule 1.1(e) (collectively, the “Assumed Contracts”);
• All intangible personal property owned by Seller and used in connection with the operation of the Business, including, but not limited to, any trademarks, trade names, service marks, copyrights, and the goodwill associated therewith;
• The land and improvements owned by Seller and commonly known and numbered as 2527 Freemansburg Avenue, Easton, Pennsylvania 18045 (Tax Parcel No. M9NW1 10 13-0324) and 110 N. Claude A Lord Boulevard, Pottsville, PA 17901 (Tax Map 68-21-0117.000) (the “Owned Real Properties”);
• All Books and Records, provided, however, Buyer agrees that for a period of three (3) years after Closing, Seller shall have reasonable access, upon reasonable notice to Buyer, to Seller’s books and records for purposes of completing Seller’s tax returns, for regulatory compliance reasons, for purposes of defending or prosecuting any litigation or other claims and otherwise administering and finalizing the Bankruptcy Case;
• All promotional materials, catalogues, research materials, mailing lists and customer lists, all names and addresses of customers, and sales reports by title and by customer to the extent available relating to the Business;
• Any security deposits for any commercial real property lease which is an Assumed Contract; and
• All goodwill relating to the items set forth in this Section 1.1 and the definition of Purchased Assets.

Assets is more described on the attached PDF.