Common use of Liabilities Not to be Assumed Clause in Contracts

Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 1.3, Purchaser is not assuming any debts, liabilities, obligations or contracts of the Seller and all such debts, liabilities, obligations and contracts shall be and remain the responsibility of the Seller. Notwithstanding the provisions of Section 1.3 and without limiting the generality of the foregoing, Purchaser is not assuming and the Seller shall not be deemed to have transferred to Purchaser the following debts, liabilities, obligations and contracts of Seller:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Sports Club Co Inc), Asset Purchase Agreement (Sports Club Co Inc), Asset Purchase Agreement (Sports Club Co Inc)

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Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 1.3, Purchaser Buyer is not assuming any debts, liabilities, obligations or contracts of the Seller and all such debts, liabilities, obligations and contracts shall be and remain the responsibility of the Seller. Notwithstanding the provisions of Section 1.3 and without limiting the generality of the foregoing, Purchaser Buyer is not assuming and the Seller shall not be deemed to have transferred to Purchaser Buyer the following debts, liabilities, obligations and contracts of Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (Digital River Inc /De)

Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 1.32.1 hereof, Purchaser Buyer is not assuming any debts, liabilities, obligations or contracts of the Seller Sellers and all such debts, liabilities, obligations and contracts shall be and remain the responsibility of the SellerSellers. Notwithstanding the provisions of Section 1.3 2.1 hereof and without limiting the generality of the foregoing, Purchaser Buyer is not assuming assuming, and the Seller shall Sellers are not be deemed transferring to have transferred to Purchaser Buyer, the following debts, liabilities, obligations and contracts of SellerSellers:

Appears in 1 contract

Samples: Asset Purchase Agreement (Zitel Corp)

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Liabilities Not to be Assumed. Except as and to the extent specifically set forth in Section 1.31.3 of this Agreement, Purchaser is not assuming any debtsLiabilities of Seller, liabilities, obligations or contracts of the Seller and all such debts, liabilities, obligations and contracts Liabilities shall be and remain the responsibility of the Seller. Notwithstanding the provisions of Section 1.3 and without limiting the generality of the foregoingthis Agreement, Purchaser is not assuming assuming, and the Seller shall not be deemed to have transferred to Purchaser the following debts, liabilities, obligations and contracts of SellerLiabilities:

Appears in 1 contract

Samples: Asset Purchase Agreement (Hispanic Broadcasting Corp)

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