Common use of Agreement to Assume Clause in Contracts

Agreement to Assume. At the Closing (as herein defined), Purchaser shall assume and agree to discharge and perform when due, all liabilities and obligations of Seller relating to the development, ownership and operation of the Center or the conduct of the Business, of every kind and description, other than the Excluded Liabilities, as herein defined (the "Assumed Liabilities"). Assumed Liabilities shall include, but not be limited to:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Healthtronics Inc /Ga), Asset Purchase Agreement (Healthtronics Inc /Ga)

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Agreement to Assume. At Subject to the Closing (as herein defined)terms and conditions of this Agreement, at the Closing, Purchaser shall assume and agree to discharge and perform when due, due all liabilities and obligations Liabilities of each Seller relating to the development, ownership and operation of the Center or extent incurred in the conduct of the BusinessBusiness or the ownership of any Purchased Assets by each Seller or their respective Affiliates, of every kind and description, other than whether arising before or after the Excluded Closing (but excluding the Retained Liabilities, as herein defined which shall be retained by Sellers) (collectively, the "β€œAssumed Liabilities"”). Assumed Liabilities shall include, but not be limited toincluding without limitation the following Liabilities:

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Be Aerospace Inc), Stock and Asset Purchase Agreement (Honeywell International Inc)

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