Assets of Health Care Services Business

Sale of substantially all of assets of Delphi Behavioral Health Group, LLC (the “Seller”), which includes, among other assets of the Sellers, all: (a) cash (other than Retained Cash); (b) deposits, credits, prepaid charges and expenses; (c) accounts receivable; (d) Claims, including Avoidance Actions (other than Insider Avoidance Actions); (e) the Haverhill Flood Claim; (f) royalties, advances, prepaid assets, other current assets; (g) furniture, fixtures, and equipment used by the Sellers in the operation of the Business; (h) rights of the Sellers under warranties/representations/guarantees; (i) current and prior casualty insurance policies (to the extent transferable) and related proceeds; (j) Assumed Contracts; (k) copies of books and records; (l) Acquired Intellectual Property and rights involving related Proceedings; (m) rights under non-disclosure or confidentiality agreements with employees and agents of any Seller; (n) interests in internet websites/URLs/internet domain names and related assets; (o) loans owed to a Seller by current or former employees, directors or officers; (p) other assets or rights of every kind and description of the Sellers (but not the other Debtors) related to the Business; (q) Benefit Plans currently in effect and all related goodwill; and (r) all good will related to the foregoing.