Excluded Liabilities and Obligations definition

Excluded Liabilities and Obligations shall have the meaning set forth in Section 2.04.
Excluded Liabilities and Obligations means each liability or obligation of Seller or any of its Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter, whether known or unknown, and whether under the License Agreement or any Transaction Document or otherwise.
Excluded Liabilities and Obligations has the meaning set forth in ‎Section 2.3.

Examples of Excluded Liabilities and Obligations in a sentence

  • Notwithstanding any provision in this Agreement or any other Transaction Document or writing to the contrary, Buyer is accepting the purchase and assignment of only the Assigned Rights and is not assuming any Excluded Liabilities and Obligations.

  • All Excluded Liabilities and Obligations shall be retained by and remain liabilities and obligations of Seller or Seller’s Affiliates, as the case may be.

  • All Excluded Liabilities and Obligations shall be retained by and remain obligations and liabilities solely of Sellers or their respective Affiliates.

  • All such liabilities and obligations shall be retained by and remain obligations and liabilities of Seller (the "Excluded Liabilities and Obligations").

  • The Purchasers expressly do not assume or agree to be responsible for any Excluded Liabilities and Obligations and all such liabilities and obligations shall be retained by and remain solely obligations and liabilities of the Company or its Affiliates.


More Definitions of Excluded Liabilities and Obligations

Excluded Liabilities and Obligations means each liability or obligation of Sellers or any of their respective Affiliates of whatever nature, whether presently in existence or arising or asserted hereafter, whether known or unknown, and whether under either License Agreement or any other Transaction Document or otherwise.
Excluded Liabilities and Obligations has the meaning set forth in Section 2.4 of the Purchase and Sale Agreement.
Excluded Liabilities and Obligations is defined in ‎Section 2.4.
Excluded Liabilities and Obligations means all liabilities and obligations retained by the Seller or the Seller’s Affiliates.
Excluded Liabilities and Obligations means all Liabilities and other obligations of Seller, Seller Parent or any of their respective Predecessors or Affiliates, other than the Assumed Liabilities and Obligations. The Excluded Liabilities and Obligations include, without limitation, those Liabilities and obligations of Seller, Seller Parent or any of their respective Predecessors or Affiliates listed on the Excluded Liabilities and Obligations Schedule.
Excluded Liabilities and Obligations shall have the meaning set forth in Section 2.06. “Excluded Taxes” shall mean any of the following Taxes imposed on or with respect to any Purchaser or required to be withheld or deducted from a payment to any Purchaser: (i) Taxes imposed on or measured by net income (however denominated), franchise Taxes and branch profits Taxes, in each case, (x) imposed as a result of such Purchaser being organized under the laws of, or having its principal office located in, the jurisdiction imposing such Tax (or any political subdivisions thereof) or (y) that are Other Connection Taxes, (ii) U.S. federal withholding Taxes imposed on amounts payable to or for the account of such Purchaser pursuant to a law in effect on
Excluded Liabilities and Obligations has the meaning set forth in Section 2.3 of the Agreement.