Assets of Custom Fabrication, Welding and Manufacturing Business

Sale of assets of Millerbernd Systems, Inc., which includes:

• $600,000.00 of Current Accounts Receivable;
• The seller’s Inventory, store of parts and supplies and goods held for sale, including work in process;
• All of the Debtor’s trade fixtures; plant machinery and equipment such as maintenance equipment, machining centers, tools and tooling shop and maintenance equipment; office equipment and furniture; tools, parts inventory and supplies; and all other assets used or useful in the operation of the seller, other than the Inventory, including but not limited to the items listed on the “Kloster List” attached hereto as Exhibit C to the APA (“Equipment”);
• All of the seller's rights, title and interest in and to all intangible assets and intellectual property rights, names utilized by the Debtor and derivatives thereof, lists of customers, suppliers and vendors, user IDs, passwords, telephone numbers, website, email addresses, post office box, names, trademarks and copyrights; sales, signs, displays, advertising and promotional materials; studies, products tests, research and information related to or concerning products developed by or for, or sold by seller; such leases and contracts as Burwell elects to assume; social media accounts and other intangible assets, including but not limited to those items listed on attached Exhibit D to the APA (“Intangible Assets”); and
• All of the seller's books and records relating to the Assets of the seller's business including without limitation, lists of customers, suppliers and vendors, and records with respect to pricing, volume, payment history, cost, inventory, machinery and equipment, mailing lists, distribution and customer lists, sales, purchasing and materials, warranties, and including both hard copies and any such records which are maintained on computer (“Books and Records”). Burwell has agreed that the seller shall, for a period of five (5) years from the date of closing, upon reasonable notice to Burwell, have access to the Debtor’s Books and Records covering all periods prior to the date of closing.

Assets for sale is more described in Exhibits “A”, “B”, “C” and “D” from Page No. 22-28 on the attached PDF.