No Other Assumption Sample Clauses
The "No Other Assumption" clause establishes that only the assumptions explicitly stated in the agreement are recognized and relied upon by the parties. In practice, this means that neither party can later claim that the contract was based on any unwritten or implied assumptions beyond those clearly documented. This clause serves to prevent misunderstandings or disputes over unspoken expectations, ensuring that all relevant assumptions are transparent and agreed upon in writing.
No Other Assumption. Buyer does not assume any of the Retained Liabilities.
No Other Assumption. Except for the obligations expressly assumed pursuant to Section 3 above, Assignee shall not be responsible for, does not assume, and shall not perform any obligations or liabilities of Assignor, whether known or unknown, contingent or otherwise, arising from Assignor's conduct in connection with the Contracts or the Licenses, whether before or after the date hereof.
No Other Assumption. Other than the Assumed Liabilities and the obligations of Sellers arising from and after the Closing under any Assigned Contracts, SOLD shall not assume and does not agree to pay or perform any debts, obligations, duties or liabilities of Sellers of any nature, and Sellers shall continue to be responsible for all such debts, obligations, duties or liabilities.
No Other Assumption. Notwithstanding anything to the contrary contained herein, except as otherwise specifically and expressly provided in Section 2.1, the Parties expressly agree and acknowledge that:
a. Buyer shall not be responsible or liable for, nor does Buyer assume or become liable for or agree to pay, perform, assume or discharge, any debts, obligations or liabilities of Seller of any type or description whatsoever, whether such debts, obligations or liabilities are: (1) related or unrelated to the Crystallume Business, any of the Purchased Assets or the transactions contemplated in this Agreement or in any other Covered Agreement (as hereinafter defined) in Section 10.7; or (2) known or unknown, absolute or contingent, direct or indirect, and regardless of when or how any such debts, obligations or liabilities have heretofore arisen or may hereafter arise; and
b. Seller shall remain fully responsible and liable for any and all debts, obligations or liabilities of Seller of any type or description whatsoever.
No Other Assumption. Except for, and limited solely to the liabilities described in Section 3.2, Purchaser shall not assume, and shall not be liable for, any liabilities or obligations of any Seller of any nature whatsoever, express or implied, fixed or contingent, or any claim, regardless of when made or asserted, which arises out of or is based upon negligence, strict liability or any express or implied representation, warranty agreement or guarantee made by Sellers, or alleged to have been made by Sellers, or which is imposed or asserted to be imposed by operation of law, and any claim seeking recovery for property damage, consequential damage, lost revenue or income or personal injury. In addition to the foregoing, in no event other than as provided in Section 3.2.5 shall Purchaser assume any liability or incur any liability or obligation in respect of any federal, state or local income or other tax liability of Sellers payable with respect to the Operators, Assets, properties or operations of Sellers for any period.