Common use of Liabilities Not Assumed by Buyer Clause in Contracts

Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller shall be responsible for all liabilities and obligations of Seller and the Business not hereby expressly assumed by Buyer (the "Retained Liabilities"), and Buyer shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of the Business, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer shall not assume, or in any way be liable or responsible for, the following Retained Liabilities:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amcon Distributing Co), Asset Purchase Agreement (Amcon Distributing Co)

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Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller shall be responsible for all liabilities and obligations of Seller and of the Business not hereby expressly assumed by Buyer (the "Retained Liabilities"), and Buyer shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of the Business, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer shall not assume, or in any way be liable or responsible for, the following Retained Liabilities:

Appears in 1 contract

Samples: Asset Purchase Agreement (Inergy L P)

Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller shall be responsible for all of its liabilities and obligations of Seller and the Business not hereby expressly assumed by Buyer (the "Retained Liabilities"), and Buyer shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of the BusinessSeller, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer shall not assume, or in any way be liable or responsible for, the following Retained Liabilities:

Appears in 1 contract

Samples: Asset Purchase Agreement (RGC Resources Inc)

Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller each SELLER shall be responsible for all of its liabilities and obligations of Seller and the Business not hereby expressly assumed by Buyer BUYER (the "Retained Liabilities"), and Buyer BUYER shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of the Businessany SELLER, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer BUYER shall not assume, or in any way be liable or responsible for, the following Retained Liabilitiesfollowing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Inergy L P)

Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller shall be responsible for all of its liabilities and obligations of Seller and the Business not hereby expressly assumed by Buyer (the "Retained Liabilities"), and Buyer shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of except as specifically provided in Section 2.3(a) (collectively, the Business, except liabilities and obligations that are not assumed being referred to as the Assumed "Excluded Liabilities"). Without limiting the generality of the foregoing, Buyer shall not assume, or in any way be liable or responsible for, assume the following Retained Liabilitiesfollowing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Bon Ton Stores Inc)

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Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller Sellers shall be responsible for all liabilities and obligations of Seller Sellers and the Business not hereby expressly assumed by Buyer (the "Retained Liabilities"), and Buyer shall not assume, or in any way be liable or responsible for, any liabilities or obligations of any Seller or of the Business, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer shall not assume, or in any way be liable or responsible for, the following Retained Liabilities:

Appears in 1 contract

Samples: Asset Purchase Agreement (Amcon Distributing Co)

Liabilities Not Assumed by Buyer. Anything in this Agreement to the contrary notwithstanding, Seller SELLER shall be responsible for all of its liabilities and obligations of Seller and the Business not hereby expressly assumed by Buyer BUYER (the "Retained Liabilities"), and Buyer BUYER shall not assume, or in any way be liable or responsible for, any liabilities or obligations of Seller or of the BusinessSELLER, except the Assumed Liabilities. Without limiting the generality of the foregoing, Buyer BUYER shall not assume, or in any way be liable or responsible for, the following Retained Liabilitiesfollowing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Inergy L P)

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