Common use of Liabilities of Seller Clause in Contracts

Liabilities of Seller. Anything contained in this Agreement to the contrary notwithstanding, the Seller shall assign to Purchaser all debts, obligations, duties and liabilities of the Seller including any debts and leases not disclosed within this agreement that were the sole responsibility of the Seller and its stockholders. The Purchaser shall assume, agree to pay or pay any debts, obligations, duties or liabilities of any nature of the Seller or its business, including, but not limited, to any debts, obligations, duties or liabilities relating to the Seller's employees or employee benefit plans, regardless of whether any such debt, obligation, duties or liability arises under any contract, agreement, practice, arrangement, statute, law, ordinance, rule, regulation or otherwise, and nothing in this Agreement or otherwise is intended or shall be construed to the contrary. The parties further covenant, promise and agree that the Purchaser is not and shall not be obligated to employ any of the Seller's employees.