Common use of Liabilities Not Assumed Clause in Contracts

Liabilities Not Assumed. Other than the liabilities referred to in Section 1.4, Buyer shall not assume or be deemed to have assumed any of the liabilities or obligations of Seller of any kind (together, the "Unassumed Liabilities"), including, without limitation:

Appears in 5 contracts

Samples: Asset Purchase Agreement (Headway Corporate Resources Inc), Asset Purchase Agreement (Headway Corporate Resources Inc), Asset Purchase Agreement (Headway Corporate Resources Inc)

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Liabilities Not Assumed. Other than the liabilities referred to Assumed Liabilities identified in Section 1.42.1, Buyer Purchaser shall not assume or be deemed to have assumed responsible for any of the liabilities or obligations of Seller of any kind (together, the "Unassumed “Excluded Liabilities"), including, without limitation:.

Appears in 1 contract

Samples: Asset Purchase Agreement (U S Wireless Data Inc)

Liabilities Not Assumed. Other than Notwithstanding the assumption of liabilities ----------------------- referred to in the foregoing Section 1.41.6, Buyer shall not assume or be deemed to have assumed any of the liabilities or obligations of Seller of any kind (together, the "Unassumed Liabilities"), including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Butler International Inc /Md/)

Liabilities Not Assumed. Other than the liabilities Assumed Liabilities ----------------------- referred to in the foregoing Section 1.41.6, Buyer shall not assume or be deemed to have assumed any of the liabilities or obligations of Seller of any kind (together, the "Unassumed Liabilities"), including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Butler International Inc /Md/)

Liabilities Not Assumed. Other than Except for the liabilities referred to in Section 1.4Assumed Liabilities, Buyer shall not assume or be deemed to have assumed assumed, or be liable for, any of Seller’s liabilities or obligations including, but not limited to, the liabilities or obligations of Seller of any kind described in the following Sections 2.2.1 through 2.2.11 (together, the "Unassumed “Excluded Liabilities"), including, without limitation:”):

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Advanced Technical Products Inc)

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Liabilities Not Assumed. Other than Notwithstanding the assumption of liabilities ----------------------- referred to in the foregoing Section 1.41.5, Buyer shall not assume or be deemed to have assumed any of the liabilities or obligations of Seller of or any kind together (together, the "Unassumed Liabilities"), including, without limitation:

Appears in 1 contract

Samples: Asset Purchase Agreement (Butler International Inc /Md/)

Liabilities Not Assumed. Other than Except for the liabilities and obligations specifically assumed pursuant to and referred to in Section 1.42.4(b), Buyer shall not assume or assume, take subject to and shall not be deemed to have assumed liable for, any of the liabilities or obligations of Seller of any kind (togetheror nature, the "Unassumed Liabilities")whether absolute, includingcontingent, without limitation:accrued, known or unknown, of Sellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Applebees International Inc)

Liabilities Not Assumed. Other than Except for the liabilities referred and obligations specifically assumed pursuant to and identified in Section 1.42.3(b) below, Buyer shall not assume or assume, shall not take subject to and shall not be deemed to have assumed liable for, any of the liabilities or obligations of Seller of any kind or nature, whether absolute, contingent, accrued, known or unknown, of Seller or any Affiliate of Seller (togetherthe "Excluded Liabilities") including, but not limited to, the "Unassumed Liabilities"), including, without limitationfollowing:

Appears in 1 contract

Samples: Asset Purchase Option Agreement (Cypress Bioscience Inc)

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