Common use of Liability Assumption Clause in Contracts

Liability Assumption. In addition to the payment of the Purchase Price, at the date of Closing, Buyer shall assume and agree to pay and/or perform in a timely manner and discharge as they come due, subsequent to Closing the following liabilities and obligations of Seller: (A) the obligations of Seller accruing after the date of Closing under the Leases described in Exhibit "2.05 (A) hereto (the "Leases"); and (B) the obligations of Seller accruing after the date of Closing under the Contracts described in Exhibit "2.05 (B) hereto (the "Contracts"). (C) hereto which shall be terminated by Seller prior to Closing (the "Nonassigned Contracts"). At Closing, Seller shall indemnify and hold harmless Buyer for obligations under the (i) foregoing Leases and Contracts that accrued prior to Closing and (ii) the foregoing Nonassigned Contracts that accrue prior to and/or after Closing. At Closing, Buyer shall indemnify and hold harmless Seller for obligations under the Leases and Contracts that accrue subsequent to Closing.