Gourmet Food Retailer Business in New Jersey

Sale of assets of KB US Holdings, Inc., et al., ("Sellers"). The sellers are engaged in the business of owning and operating the specialty gourmet food retailer under the banner Kings Food Markets, located at 112 N. Maple Avenue, Ridgewood, NJ 07450 (the “Store”), and more described as follows:

• All saleable Inventory, but excluding alcoholic beverage inventory to the extent, applicable law does not permit Buyer to take title to such inventories until it obtains the requisite Liquor License Approvals from the relevant Governmental Body; provided, however, Sellers shall transfer, assign, convey and deliver to Buyer such alcoholic beverage inventories in each instance upon issuance of the relevant Liquor License Approval or other authorization from the relevant Governmental Body (whichever occurs first);
• All Furnishings and Equipment located at the Store;
• The Assumed Lease, together with (to the extent of Sellers’ interest therein) the buildings, fixtures and improvements located on or attached to such real property, and all rights arising therefrom, and all tenements, hereditaments, appurtenances and other real property rights appertaining thereto, and all rights of Sellers under any non-disturbance agreement with the lessor of the Assumed Lease or its lenders, subject to the rights of the applicable landlord (including rights to ownership or use of such property) under the Assumed Lease;
• Any Liquor Licenses of Sellers related to the Store and assignable to Buyer under applicable law (and, for the avoidance of doubt, solely to the extent the applicable Governmental Body consents to or otherwise approves the assignment or transfer of the applicable Liquor License; provided Sellers shall only transfer, assign, convey, and deliver to Buyer such Liquor Licenses, in each instance, upon issuance of such requisite Liquor License Approval, as the case may be);
• All in-store processors, front-end systems, point-of-sale systems (including self-checkout equipment), credit card readers, computers, computer equipment, hardware, peripherals, pin pads and direct access storage devices physically located in the Store; and
• All of Sellers’ security deposits, prepaid rent and prepaid expenses previously paid by Sellers to fulfill Sellers’ obligations under the Assumed Lease.