Common use of Acquired Subsidiary Clause in Contracts

Acquired Subsidiary. 49 Appendix A Terms for the Preferred Stock Exhibit A Bill of Sale Exhibit B List of Excl▇▇▇▇ Assets Exhibit C Form of Note Exhibit D Undertaking Exhibit E Statement of Net Assets Exceptions Exhibit F Form of Deed for Fee Property Exhibit G Form of Assignment for Intellectual Property Exhibit H-1 and H-2 Forms of Assignments for Real Property Leases Exhibit I Seller's "best knowledge" Exhibit J-1 and J-2 Opinions of Seller's Counsel Exhibit K Form of Guaranty Agreement Exhibit L-1 and L-2 Opinions of Special Counsel to the Special Committee Exhibit M Form of Covenant Agreement Exhibit N Form of Registration Rights Agreement Exhibit O Pro Forma Balance Sheet ASSET PURCHASE AGREEMENT dated as of November 12, 1996 (herein, together with the Exhibits attached hereto, referred to as the "Agreement") by and among G.H. Wood + Wyant Inc., a corporation incorporated under the Ca▇▇▇▇ ▇▇▇▇nes▇ ▇▇rporations Act ("Seller"), Hosposable Products, Inc., a New York corporation ("Buyer Parent"), and 3290441 Canada Inc., a corporation incorporated under the Canada Business Corporations Act, and a wholly owned subsidiary of Buyer Parent ("Buyer"). In reliance upon the representations and warranties made herein and in consideration of the mutual agreements herein contained, the parties agree as follows:

Acquired Subsidiary. 49 Appendix A Terms for the Preferred Stock Exhibit A Bill ▇▇▇▇ of Sale Exhibit B List of Excl▇▇▇▇ Excluded Assets Exhibit C Form of Note Exhibit D Undertaking Exhibit E Statement of Net Assets Exceptions Exhibit F Form of Deed for Fee Property Exhibit G Form of Assignment for Intellectual Property Exhibit H-1 and H-2 Forms of Assignments for Real Property Leases Exhibit I Seller's "best knowledge" Exhibit J-1 and J-2 Opinions of Seller's Counsel Exhibit K Form of Guaranty Agreement Exhibit L-1 and L-2 Opinions of Special Counsel to the Special Committee Exhibit M Form of Covenant Agreement Exhibit N Form of Registration Rights Agreement Exhibit O Pro Forma Balance Sheet ASSET PURCHASE AGREEMENT dated as of November 12, 1996 (herein, together with the Exhibits attached hereto, referred to as the "Agreement") by and among G.H. Wood ▇.▇. ▇▇▇▇ + Wyant ▇▇▇▇▇ Inc., a corporation incorporated under the Ca▇▇▇▇ ▇▇▇▇nes▇ ▇▇rporations Canada Business Corporations Act ("Seller"), Hosposable Products, Inc., a New York corporation ("Buyer Parent"), and 3290441 Canada Inc., a corporation incorporated under the Canada Business Corporations Act, and a wholly owned subsidiary of Buyer Parent ("Buyer"). In reliance upon the representations and warranties made herein and in consideration of the mutual agreements herein contained, the parties agree as follows: