Common use of No Other Liabilities Assumed Clause in Contracts

No Other Liabilities Assumed. Seller acknowledges and agrees that pursuant to the terms and provisions of this Agreement, Buyer will not assume any obligation of Seller, other than the Assumed Liabilities. In furtherance and not in limitation of the foregoing, neither Buyer nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of Seller whatsoever, including, but not limited to the following (collectively, the "Unassumed Liabilities"):

Appears in 1 contract

Samples: Purchase Agreement (Ha Lo Industries Inc)

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No Other Liabilities Assumed. Seller acknowledges and agrees that pursuant to the terms and provisions of this Agreement, Buyer Purchaser will not assume assume, or in any obligation way be liable or responsible for, any liability of SellerSeller (including liabilities relating to the Excluded Assets or to the Purchased Assets (and the use thereof) or any outstanding checks, whether relating to or arising out of the business, the Excluded Assets or the Purchased Assets or otherwise, other than the Assumed Liabilities. In furtherance and not in limitation of the foregoing, neither Buyer nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of Seller whatsoever, including, but not limited to the following (collectively, the "Unassumed Liabilities"):Obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Premier Alliance Group, Inc.)

No Other Liabilities Assumed. Seller acknowledges and agrees that pursuant to the terms and provisions of this AgreementAgreement and under any Contract, Buyer Purchaser will not assume any obligation of Seller, other than the Assumed LiabilitiesObligations. In furtherance and not in limitation of the foregoing, neither Buyer Purchaser nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of Seller whatsoeveror any of its Affiliates whatsoever (other than the Assumed Obligations), including, but not limited to the following following, but in each case except to the extent constituting Assumed Obligations (collectively, the "Unassumed Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Firstmark Corp /Me/)

No Other Liabilities Assumed. Each Seller acknowledges and agrees that pursuant to the terms and provisions of this Agreement, Buyer Purchaser will not assume any obligation of any Seller, other than the Assumed LiabilitiesObligations. In furtherance and not in limitation of the foregoing, neither Buyer Purchaser nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of any Seller whatsoeveror any of their respective Affiliates whatsoever (other than the Assumed Obligations), including, but not limited to the following (collectively, the "Unassumed Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Childtime Learning Centers Inc)

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No Other Liabilities Assumed. Seller acknowledges and agrees that pursuant to the terms and provisions of this Agreement, Buyer will not assume any obligation of Seller, other than the Assumed Liabilities. In furtherance and not in limitation of the foregoing, neither Buyer nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of Seller whatsoever, including, but not limited to the following (collectively, the "Unassumed Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Tc Global, Inc.)

No Other Liabilities Assumed. Each Seller acknowledges and agrees that pursuant to the terms and provisions of this Agreement, Buyer will not assume or in any way become liable for any obligation of any Seller, other than the Assumed Liabilities (collectively, the "Excluded Liabilities"). In furtherance and not in limitation of the foregoing, neither Buyer nor any of its Affiliates shall assume, and shall not be deemed to have assumed, any debt, Claim, obligation or other Liability of Seller whatsoever, including, but not limited to the following (collectively, the "Unassumed Excluded Liabilities")::

Appears in 1 contract

Samples: Asset Purchase Agreement (Calpian, Inc.)

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