Common use of Assumed Liabilities and Obligations Clause in Contracts

Assumed Liabilities and Obligations. Buyer hereby assumes and agrees to discharge promptly as they become due any and all liabilities and obligations and agreements related to or arising from the operation of ______ Contributed Business or the ownership of the Contributed Assets, including all contracts and obligations which constitute Contributed Assets or to which the Contributed Assets are subject or by which they are bound, all of which liabilities and obligations are set forth on Schedule _____3 (the "Assumed Liabilities"); provided, however, that notwithstanding the foregoing, none of the Excluded Liabilities (as defined below) shall be included as Assumed Liabilities. Buyer shall forever defend, indemnify and hold harmless Seller from and against any and all liabilities, obligations, claims, damages, costs and expenses (including court costs and reasonable attorneys' fees) related to or arising from Buyer's failure to fully perform and discharge the responsibilities of Seller with respect to the Assumed Liabilities. Buyer further agrees to pay and discharge all such liabilities and obligations as they become due.

Assumed Liabilities and Obligations. Buyer hereby assumes At the Closing, Purchaser shall ----------------------------------- assume and agrees to discharge promptly as they become due any and all liabilities and obligations and agreements related to or arising from the operation of ______ Contributed Rooftop Business or the ownership of the Contributed Rooftop Assets, including all contracts and obligations which constitute Contributed Rooftop Assets or to which the Contributed Rooftop Assets are subject or by which they are bound, all of which liabilities and obligations are set forth on Schedule _____3 bound (the "Assumed Liabilities"); provided, however, that notwithstanding the foregoing, none of the Excluded Liabilities (as defined below) shall be included as Assumed Liabilities. Buyer Purchaser shall forever defend, indemnify and hold harmless Seller from and against any and all liabilities, obligations, claims, damages, costs and expenses (including court costs and reasonable attorneys' fees) related to or arising from BuyerPurchaser's failure to fully perform and discharge the responsibilities of Seller with respect to the Assumed Liabilities. Buyer Purchaser further agrees to pay and discharge all such liabilities and obligations as they become due.

Assumed Liabilities and Obligations. Buyer hereby assumes At the Closing, Purchaser shall ----------------------------------- assume and agrees to discharge promptly as they become due any and all liabilities and obligations and agreements related to or arising from the operation of ______ Contributed Business or the ownership of the Contributed Purchased Assets, including all contracts and obligations which constitute Contributed Purchased Assets or to which the Contributed Purchased Assets are subject or by which they are bound, all of which liabilities and obligations are set forth on Schedule _____3 bound (the "Assumed Liabilities"); provided, however, that notwithstanding the foregoing, none of the Excluded Liabilities (as defined below) shall be included as Assumed Liabilities. Buyer Purchaser shall forever defend, indemnify and hold harmless Seller from and against any and all liabilities, obligations, claims, damages, costs and expenses (including court costs and reasonable attorneys' fees) related to or arising from BuyerPurchaser's failure to fully perform and discharge the responsibilities of Seller with respect to the Assumed Liabilities. Buyer Purchaser further agrees to pay and discharge all such liabilities and obligations as they become due.