Assets of Software Company

Sale of substantially all of assets of Near Intelligence, Inc., et al., (the “Sellers”), which includes:

• Other than the Excluded Cash, (i) all cash, money orders, thirdparty checks, wire transfers and any other funds of the Sellers, commercial paper, marketable securities, demand deposits, reserves for Taxes, certificates of deposit and other bank deposits, deposits of any Seller with any third-party (including any vendor, manufacturer, customer, utility or landlord or other cash deposits for rent, electricity, telephone or otherwise), treasury bills, and other cash equivalents and liquid investments and (ii) the Acquired Bank Accounts;
• all deposits, credits, and prepaid charges and expenses from
• whatever source paid;
• All accounts receivable;
• All Avoidance Actions other than those claims set forth on Schedule 2.1(s) of the Stalking Horse APA that constitute Avoidance Actions;
• All royalties, advances, prepaid assets, and other current assets;
• All machinery, furniture, fixtures, furnishings, equipment, and other tangible personal property owned or used or held for use by the Sellers in the conduct of the Business, including all artwork, desks, chairs, tables, hardware, copiers, telephone lines and numbers, facsimile machines and other telecommunication equipment, cubicles and miscellaneous office furnishings and supplies;
• All rights of any Seller under or pursuant to all warranties, representations and guarantees, including those made by suppliers, manufacturers and contractors or any other third party to and for the benefit of any Seller;
• Except as set forth in Section 2.2(g) of the Stalking Horse APA, all current and prior insurance policies, to the extent transferable, and all rights and benefits of any nature of Sellers with respect thereto, including all insurance recoveries or proceeds thereunder and rights to assert claims with respect to any such insurance recoveries or proceeds;
• All Permits, including those listed on Schedule 2.1(j) of the Stalking Horse APA, to the extent transferable or assignable under Law;
• All Assumed Contracts;
• All Documents (other than Excluded Documents);
• All Acquired Intellectual Property and all of Sellers’ rights to institute and pursue Proceedings against third parties for past, present and future infringement, misappropriation or dilution of any of the foregoing, or other conflict therewith, and all of the Sellers’ rights to recover damages or lost profits in connection with any of the foregoing;
• All Equity Interests of the Foreign Subsidiaries owned by the Sellers;
• All rights under non-disclosure or confidentiality, non-compete or nonsolicitation agreements with current or former employees and non-employee agents of any Seller or with third parties (including any non-disclosure or confidentiality, non-compete, or non-solicitation agreement entered into in connection with the Auction);
• Any interest in any internet websites, URLs or internet domain names, and any applications and registrations pertaining thereto;
• Any loans owed to any Seller by any current or former employee, officer or director of any Seller;
• The sponsorship of all Assumed Benefit Plans and all right, title and interest in any assets thereof or relating thereto;
• All Claims, other than the Claims set forth on Schedule 2.1(s) of the Stalking Horse APA, that the Sellers may have against any Person, including (i) all other rights, claims, causes of action, rights of recovery, rights of set-off, and rights of recoupment as of the Closing of any Seller, in each case, arising out of or relating to events occurring on or prior to the Closing Date (and any proceeds paid from all current and prior insurance policies), and (ii) all claims that any Seller may have against any Person with respect to any other Purchased Assets or any Assumed Liabilities;
• All other assets or rights of every kind and description of Sellers as of the Closing related to the Business, wherever located, whether real, personal or mixed, tangible or intangible that are not Excluded Assets; and
• All goodwill related to the foregoing.