Common use of Liabilities Not to be Assumed Clause in Contracts

Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 2.1, Buyer is not assuming any Liabilities of Company and all such Liabilities shall be and remain the responsibility of Company. Notwithstanding the provisions of Section 2.1, Buyer is not assuming and Company shall not be deemed to have transferred to Buyer the following Liabilities of Company:

Appears in 5 contracts

Samples: Website Purchase Agreement (NP Capital Corp), Asset Purchase Agreement (Hein Werner Corp), Asset Purchase Agreement (Kaydon Corp)

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Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 2.13.1, Buyer is not assuming any Liabilities of Company and all such Liabilities shall be and remain the responsibility of Company. Notwithstanding Company including, without limitation, the provisions of Section 2.1, Buyer is not assuming and Company shall not be deemed to have transferred to Buyer the following Liabilities of Company:following.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Entegris Inc), Asset Purchase Agreement (Entegris Inc), Asset Purchase Agreement (Entegris Inc)

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Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 2.1, Buyer is not assuming any Liabilities of Company and all such Liabilities which are not Assumed Liabilities shall be and remain the responsibility of Company. Notwithstanding the provisions of Section 2.1, Buyer is not assuming assuming, and Company shall not be deemed to have transferred to Buyer Buyer, the following Liabilities of Company:

Appears in 2 contracts

Samples: Asset Purchase Agreement (National Research Corp), Asset Purchase Agreement (National Research Corp)

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