Common use of Liabilities Not Assumed by the Buyer Clause in Contracts

Liabilities Not Assumed by the Buyer. The Buyer shall not be deemed by anything contained in this Agreement to have assumed, and does not assume, and the Seller shall pay and discharge and indemnify the Buyer and hold the Buyer harmless for, any responsibility for any liabilities of the Company or obligations of the Company of any kind or description (other than those liabilities which accrue on or after the Closing Date as specifically set forth in the Agreement) including, without limitation:

Appears in 1 contract

Samples: Purchase Agreement (Ackerley Group Inc)

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Liabilities Not Assumed by the Buyer. The Buyer shall not be deemed by ------------------------------------ anything contained in this Agreement to have assumed, and does not assume, and the Seller shall pay and discharge and indemnify the Buyer and hold the Buyer harmless for, any responsibility for any liabilities of the Company or obligations of the Company of any kind or description (other than those liabilities which accrue on or after the Closing Date as specifically set forth in the Agreement) including, without limitation:

Appears in 1 contract

Samples: Purchase Agreement (Fisher Companies Inc)

Liabilities Not Assumed by the Buyer. The Buyer shall not be deemed by Notwithstanding anything contained in this Agreement to have assumedthe contrary, and does the Buyer shall not assume, and the Seller shall pay and discharge and indemnify the Buyer and hold the Buyer harmless or in any way be liable or responsible for, any responsibility for any liabilities of the Company or obligations of the Company of any kind or description (other than those liabilities which accrue on or after the Closing Date Seller except as specifically set forth provided in Section 2.1. Without limiting the Agreement) includinggenerality of the foregoing, without limitationthe Buyer shall not assume the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Bogen Communications International Inc)

Liabilities Not Assumed by the Buyer. The Buyer shall not be deemed by anything contained in this Agreement to have assumed, and does not assume, assumed and the Seller shall Sellers and the Stockholders hereby jointly and severally agree to fully pay and discharge perform in a prompt and timely manner and to indemnify the Buyer and hold the Buyer harmless for, any responsibility for any with respect to all liabilities of and obligations related to the Company or obligations of the Company of any kind or description (Business other than those the Assumed Liabilities including the following liabilities which accrue on or after (the Closing Date as specifically set forth in the Agreement) including, without limitation:"Excluded Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (California Amplifier Inc)

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Liabilities Not Assumed by the Buyer. The Buyer shall not be deemed by anything contained in this Agreement to have assumed, and does not assume, assumed and the Seller shall Company and the Stockholders hereby severally (but not jointly) agree to fully pay and discharge perform in a prompt and timely manner and to indemnify the Buyer and hold the Buyer harmless for, any responsibility for any with respect to the following excluded liabilities of (the Company or obligations of the Company of any kind or description (other than those liabilities which accrue on or after the Closing Date as specifically set forth in the Agreement) including, without limitation:"Excluded Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (California Amplifier Inc)

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