Common use of No Assumed Liabilities Clause in Contracts

No Assumed Liabilities. Seller shall retain and shall be responsible for paying, performing and discharging when due, and Purchaser and its Affiliates shall not assume or have any responsibility for, any and all Liabilities of Seller and its Affiliates, whether arising prior to, on or after the Closing Date. Notwithstanding anything herein to the contrary, Liabilities of Seller shall exclude any Liabilities given rise to by the acts or omissions of the Purchaser Indemnified Parties, whether arising prior to, on or after the Closing Date.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.)

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No Assumed Liabilities. Seller shall retain and shall be responsible for paying, performing and discharging when due, and Purchaser and its Affiliates shall not assume or have any responsibility for, any and all Liabilities of Seller and its AffiliatesSeller, whether arising prior to, on or after the Closing Date. Notwithstanding anything herein to the contrary, Liabilities of Seller shall exclude any Liabilities given rise to by the acts or omissions of the Purchaser Indemnified Parties, whether arising prior to, on or after the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rand Logistics, Inc.)

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