Common use of No Assumed Obligations Clause in Contracts

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Royalty Pharma PLC), Purchase and Sale Agreement (Royalty Pharma PLC), Purchase and Sale Agreement (Royalty Pharma PLC)

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No Assumed Obligations. Notwithstanding any provision in this Royalty Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Subject Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of a Selling Party under any of the Seller under the Counterparty AgreementLicense Agreements). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller Selling Parties or the Seller’s their Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 2 contracts

Samples: Royalty Purchase and Sale Agreement (Depomed Inc), Royalty Purchase and Sale Agreement (PDL Biopharma, Inc.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets Receivables and is not assuming any liability or obligation of the Seller Sellers or any of the Seller’s Sellers’ Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (hereafter, including any liability or obligation of the Seller Sellers under the Counterparty Agreement)Covered License Agreements. All such liabilities and obligations shall be retained by by, and remain liabilities and obligations of of, the Seller Sellers or the Seller’s Sellers’ Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Agenus Inc), Purchase and Sale Agreement (Ligand Pharmaceuticals Inc)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty AgreementLicense Agreement or any INFI Third Party Agreements). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”)be.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (MEI Pharma, Inc.), Purchase and Sale Agreement (Infinity Pharmaceuticals, Inc.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is Purchasers are purchasing, acquiring and accepting only the Purchased Assets Receivables and is are not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (hereafter, including any liability or obligation of the Seller under the Counterparty Agreement)Material Contracts. All such liabilities and obligations shall be retained by by, and remain liabilities and obligations of of, the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Scilex Holding Co), Purchase and Sale Agreement (Oramed Pharmaceuticals Inc.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets Receivables and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Agreement)hereafter. All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Healthcare Royalty, Inc.), Purchase and Sale Agreement (Portola Pharmaceuticals Inc)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter hereafter, whether under any Counterparty Agreement (including any liability obligation to pay any amounts to, or obligation accept any Set-off by, Counterparty or any of the Seller under the Counterparty AgreementCounterparty’s Affiliates), any Transaction Document or otherwise. All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be Affiliates (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (PDL Biopharma, Inc.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets Royalties and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (hereafter, including any liability or obligation of the Seller under the Counterparty Agreement)License Agreements. All such liabilities and obligations shall be retained by by, and remain liabilities and obligations of of, the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Nektar Therapeutics)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (hereafter, including any liability or obligation of the Seller under the Counterparty License Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be Affiliates (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pozen Inc /Nc)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Takeda Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ovid Therapeutics Inc.)

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No Assumed Obligations. Notwithstanding any provision to the contrary in this Purchase and Sale Agreement Agreement, or any other writing to the contrarywriting, the Purchaser is purchasing, acquiring acquiring, and accepting only the Purchased Assets Receivables and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller hereafter, under the Counterparty License Agreement). All such liabilities and obligations shall of Seller or Seller’s Affiliates will be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Royalty Purchase Agreement (uniQure N.V.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets Royalty Interest and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Asset Purchase Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”)be.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Macrogenics Inc)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets Royalty Interest and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Settlement Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”)be.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Anaptysbio, Inc)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty Medco License Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Alnylam Pharmaceuticals, Inc.)

No Assumed Obligations. Notwithstanding any provision in this Purchase and Sale Agreement or any other writing to the contrary, the Purchaser is purchasing, acquiring and accepting only the Purchased Assets and is not assuming any liability or obligation of the Seller or any of the Seller’s Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter (including any liability or obligation of the Seller under the Counterparty License Agreement). All such liabilities and obligations shall be retained by and remain liabilities and obligations of the Seller or the Seller’s Affiliates, as the case may be (the “Excluded Liabilities and Obligations”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mannkind Corp)

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