Common use of Obligations and Liabilities Clause in Contracts

Obligations and Liabilities. All of the Assets to be transferred and conveyed to Buyer pursuant to this Agreement shall, on the Closing Date, be free and clear of any claim, lien, encumbrance or any liability of the Company of whatsoever kind or description. Except as provided in this Agreement, under no circumstance shall Buyer be liable or obligated to pay, discharge or otherwise satisfy any indebtedness, liability or obligation of the Company, whether incurred in connection with the operation of the Business or otherwise; and the Company, for itself, successors and assigns, agrees to indemnity and hold harmless Buyer, its successors and assigns, from any such liability or obligation.

Appears in 4 contracts

Samples: Asset Purchase and Sale Agreement (Golden West Brewing Company, Inc.), Asset Purchase and Sale Agreement (Golden West Brewing Company, Inc.), Asset Purchase and Sale Agreement (Golden West Brewing Company, Inc.)

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Obligations and Liabilities. All of the Assets to be transferred and conveyed to Buyer pursuant to this Agreement shall, on the Closing Date, be free and clear of any claim, lien, encumbrance or any liability of the Company Seller of whatsoever kind or description. Except as provided in this Agreement, under Under no circumstance shall Buyer be liable or obligated to pay, discharge or otherwise satisfy any indebtedness, liability or obligation of the CompanySeller, whether incurred in connection with the operation of the Business or otherwise; and the CompanySeller, for itself, successors and assigns, agrees to indemnity and hold harmless Buyer, its successors and assigns, from any such liability or obligation.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (XML Global Technologies Inc)

Obligations and Liabilities. All of the Assets to be transferred and conveyed to Buyer pursuant to this Agreement shall, on the Closing Date, be free and clear of any claim, lien, encumbrance or any liability of the Company Seller of whatsoever kind or description. Except as provided in this Agreement, Sections 2.4 and 2.5 and under no circumstance shall Buyer be liable or obligated to pay, discharge or otherwise satisfy any indebtedness, liability or obligation of the CompanySeller, whether incurred in connection with the operation of the Business or otherwise; and the CompanySeller, for itself, successors and assigns, agrees to indemnity and hold harmless Buyer, its successors and assigns, from any such liability or obligation.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Southshore Corp /Co)

Obligations and Liabilities. All Except as otherwise disclosed in this Agreement or the Exhibits hereto, all of the Assets to be transferred and conveyed to Buyer pursuant to this Agreement shall, on the Closing Date, be free and clear of any claim, lien, encumbrance or any liability of the Company of whatsoever kind or descriptionSeller. Except as provided in this Agreement, under no circumstance Buyer shall Buyer not be liable or obligated to pay, discharge or otherwise satisfy any indebtedness, liability or obligation of the CompanySeller, whether incurred in connection with the operation of the Business or otherwise; and the CompanySeller, for itself, successors and assigns, agrees to indemnity indemnify and hold harmless Buyer, its successors and assigns, from any such liability or obligation.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (American Educational Products Inc)

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Obligations and Liabilities. All of the Assets to be transferred and conveyed to Buyer pursuant to this Agreement shall, on the Closing Date, be free and clear of any claim, lien, encumbrance or any liability of the Company Seller of whatsoever kind or description. Except as provided in this Agreement, Sections 2.4 and 2.5 and under no circumstance shall Buyer be liable or obligated to pay, discharge or otherwise satisfy any indebtedness, liability or obligation of the CompanySeller, whether incurred in connection with the operation of the Business or otherwise; and the CompanySeller, for itself, successors and assigns, agrees to indemnity indemnify and hold harmless Buyer, its successors and assigns, from any such liability or obligation.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (American Educational Products Inc)

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