Common use of Liabilities Not Assumed by Purchaser Clause in Contracts

Liabilities Not Assumed by Purchaser. Except as expressly provided in SECTION 4.1 hereof, Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities or obligations of Seller of any nature whatsoever, whether accrued, absolute, contingent or otherwise, including, without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cornell Corrections Inc), Asset Purchase Agreement (Cornell Corrections Inc)

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Liabilities Not Assumed by Purchaser. Except as expressly provided in SECTION 4.1 Subject to Section 3.2 hereof, the Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities commitments, contracts, agreements or obligations of or claims against, or liabilities of, the Seller of whatsoever (and the Seller will at all times indemnify and hold the Purchaser harmless from and against any nature whatsoeverclaim therefore or liability arising therefrom), whether accrued, absolute, contingent or otherwise, including, including without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"“Excluded Liabilities”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Hammonds Industries, Inc.)

Liabilities Not Assumed by Purchaser. Except as expressly othErwise provided in SECTION 4.1 4.2 hereof, Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities commitments, contracts, agreements or obligations of or claims against, or liabilities of, Seller of any nature whatsoever, whether accrued, absolute, contingent or otherwise, including, including without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

Liabilities Not Assumed by Purchaser. Except as expressly provided in SECTION 4.1 hereof, Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities or obligations of Seller of any nature whatsoeverSeller, whether accrued, absolute, contingent or otherwise, including, without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

Liabilities Not Assumed by Purchaser. Except as expressly otherwise provided in SECTION 4.1 hereof7.1(D), Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities commitments, contracts, agreements or obligations of Seller of or claims against, or Liabilities of, Sellers or the Shareholder whatsoever (and Sellers and the Shareholder will at all times indemnify and hold Purchaser harmless from and against any nature whatsoeverclaim therefore or liability arising therefrom), whether accrued, absolute, contingent or otherwise, including, including without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

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Liabilities Not Assumed by Purchaser. Except as expressly otherwise provided in SECTION 4.1 4.2 hereof, Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities commitments, contracts, agreements or obligations of or claims against, or liabilities of, Seller of any nature or the Shareholders whatsoever, whether accrued, absolute, contingent or otherwise, including, including without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIES"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

Liabilities Not Assumed by Purchaser. Except as expressly provided in SECTION 4.1 Subject to Section 3.2 hereof, Purchaser does not assume or agree to pay, perform or discharge, and shall not be responsible for, any other liabilities commitments, contracts, agreements or obligations of or claims against, or liabilities of, Seller of or Shareholder whatsoever (and Seller and Shareholder will at all times indemnify and hold Purchaser harmless from and against any nature whatsoeverclaim therefore or liability arising therefrom), whether accrued, absolute, contingent or otherwise, including, including without limitation, liabilities or obligations based on, arising out of or in connection with the following (collectively, the "EXCLUDED LIABILITIESExcluded Liabilities"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Synagro Technologies Inc)

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