definiens: ) other than the Excluded Assets ( as defined belo w ) . Schedule 2.1(a ) is referred to herein as the ( b ) Without limitation of the forego ing, the Assets shall include, in each case in respect of the Seller, all the tangible property, f urniture, fixtures and equipment, Fifty Percent ( 50 % ) cash on hand at the Closing, Fifty Percent ( 50 % ) of the Acc ounts Receivable ( to the extent transferable under applicable Law ), notes receivable ( to the extent listed on the Asset Schedule ), inventory ( including office suppl ies ), tenant improvements ( to the extent related to a lease whic h is an Assigned Contract ), goodwill, software, Int ellectual Property ( other than as set out as an Excluded Asse t ), Prepaid Items, Assigned Contracts, Assigned Per sonal Property Leases, books and records ( including all c ustomer lists and all patient lists to the extent t ransferable under applicable Law, but excluding any patient med ical records and files to the extent required to be retained by the Seller and any communications which are subj ect to attorney - client privilege ), any Seller polic ies and procedures relating to the Business, telephone and email addresses, all Permits and certificates of ne ed to the extent transferable to the Buyer, all benefits, pro ceeds and other amounts payable under any Seller po licy of insurance to the extent ( i ) such amounts are payabl e for losses suffered or payable by Buyer or ( ii ) s uch amounts are payable with respect to an Assumed Liability or other liability included in the calculation of Wor king Capital