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 | 2008 | |
Centillium
As referenced in this Asset Purchase Agreement:
Centillium Communications, Inc – Jan 2008 DSL 8K Exhibit 10.59
Exhibit 10.59
ASSET PURCHASE AGREEMENT
BY AND BETWEEN
Ikanos Communications, Inc., as Acquirer
AND
Centillium Communications, Inc ., as Company
Dated as of January 15, 2008
TABLE OF CONTENTS
Page
ASSET PURCHASE AGREEMENT
1
Article 1 PURCHASE & SALE OF PURCHASED ASSETS
1
1.1 Purchased Assets
_____________
Centillium Communications, Inc – ASSET PURCHASE AGREEMENT
THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of January 15, 2008, by and between Ikanos Communications, Inc., a Delaware corporation ("Acquirer") and Centillium Communications, Inc ., a Delaware corporation (the "Company"). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 10.
RECITALS:
Subject to the terms and conditions set _____________
Centillium Communications, Inc – If to Acquirer to:
Ikanos Communications, Inc.
47669 Fremont Blvd.
Fremont, CA 94538, USA
Tel: 510-979-0400
Fax: 510-979-0500
Attention: General Counsel
If to the Company to:
Centillium Communications, Inc .
215 Fourier Avenue
Fremont, CA 94539-7828
Tel: 510-771-3700; 877-879-7500
Fax: 510-771-3500
Attention: General Counsel
with a copy (which shall not
constitute notice) _____________
Centillium Communications, Inc – meaning ascribed to it in Section 1.8.
"Code" means the United States Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated thereunder.
"Company" shall mean Centillium Communications, Inc ., a Delaware corporation.
"Company Intellectual Property" shall mean any Intellectual Property that (a) is owned by; (b) is licensed to; or (c) was developed or created by or for _____________
CENTILLIUM COMMUNICATIONS, INC – their duly authorized representatives, all as of the date first written above.
IKANOS COMMUNICATIONS, INC.
By: /s/ Michael A. Ricci
Name: Michael A. Ricci
Title: President & Chief Executive Officer
CENTILLIUM COMMUNICATIONS, INC .
By: /s/ Faraj Aalaei
Name: Faraj Aalaei
Title: Chief Executive Officer
53
_____________
dt 1875675
| |
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 | 2008 |
Asset Purchase Agreement
Asset Purchase Agreement (105K)
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ASSET PURCHASE AGREEMENT BY AND AMONG CHYRON CORPORATION,
AXIS GRAPHICS, LLC, AND
PYBURN FILMS, INC. January 14, 2008
Table of Contents
Page
ARTICLE 1 DEFINITIONS
1
Section 1.1
Defined Terms
1
Section 1.2
Rules of Construction
8
Section 1.3
Disclosure Schedules
9
ARTICLE 2 PURCHASE AND SALE
9
Section 2.1
Purchase and Sale of Assets
9
Section 2.2
Assumption of Liabilities
9
Section 2.3
Purchase Price
9
Section 2.4
Closing
10
Section 2.5
Deliveries at . . .
3244461
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Hanover Gold Company, Inc.
Hanover Gold Company, Inc. (42K)
Doc #3244875: Click preview link for longer preview.
ASSET PURCHASE AGREEMENT
by and between
HANOVER GOLD COMPANY, INC.,
as Buyer,
and
ROCK ENERGY PARTNERS L.P.,
as Seller
Dated: December 21, 2007
TABLE OF CONTENTS
Page
ARTICLE I. ? DEFINITIONS
1
1.1
Definitions
1
ARTICLE II. ? PURCHASE AND SALE
3
2.1
Purchase and Sale
3
2.2
Excluded Assets
3
2. . . .
3244875
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Hanover Gold
As referenced in this Hanover Gold Company, Inc.:
HANOVER GOLD COMPANY, INC –
Exhibit 10.1
ASSET PURCHASE AGREEMENT
by and between
HANOVER GOLD COMPANY, INC .,
as Buyer,
and
ROCK ENERGY PARTNERS L.P.,
as Seller
Dated: December 21, 2007
TABLE OF CONTENTS
Page
ARTICLE I. ? DEFINITIONS
1
1.1
Definitions
1
ARTICLE II. ? PURCHASE _____________
Hanover Gold Company, Inc – 1 Unit Holders of REP
Schedule 4.5 Material Contracts of REP
ii
ASSET PURCHASE AGREEMENT
ASSET PURCHASE AGREEMENT (?Agreement?) dated December 21, 2007 (the ?Effective Date?) by and among Hanover Gold Company, Inc ., a Delaware corporation (?Hanover?), and Rock Energy Partners L.P. (?REP?), a Delaware limited partnership.
R E C I T A L S:
WHEREAS, REP is in the oil _____________
Hanover Gold Company, Inc – sent by a nationally recognized overnight courier for next business day delivery or (iii) sent by telephone facsimile transmission (with prompt oral confirmation of receipt) as follows:
If to Hanover:
Hanover Gold Company, Inc .
601 West Main Ave., Suite 1017
Spokane, WA 99201
Attention: Terrence J. Dunne, President
If to REP:
Rock Energy Partners L.P.
10375 Richmond
Houston, TX 77042
Attention:
Rocky _____________
HANOVER GOLD COMPANY, INC – to the Form 8-K incorporated herein by this reference.
IN WITNESS WHEREOF, the parties hereto have executed this Asset Purchase Agreement as of the date first set forth above.
HANOVER GOLD COMPANY, INC .
By:
/s/ Terrence J. Dunne
Terrence J. Dunne, President
ROCK ENERGY PARTNERS L.P.
By:
/s/ Rocky V. Emery
Rocky V. Emery, Chief Executive Officer
of 4 R Oil _____________
dt 1871858
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