Common use of Liabilities Not Assumed Clause in Contracts

Liabilities Not Assumed. Buyer shall not assume or undertake to pay, satisfy, or discharge any of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:

Liabilities Not Assumed. With the exception of the Assumed Liabilities, Buyer shall not by execution and performance of this Agreement or otherwise, assume or undertake to payotherwise be responsible in any way for any liability or obligation of any nature, satisfywhether absolute, contingent, accrued, or discharge known or unknown, of Seller or any Affiliate of Seller's liabilities, obligations, commitments, Seller whether or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:relating to the Business.

Liabilities Not Assumed. Buyer (a) With the exception of the Assumed Liabilities, Buyers shall not assume or undertake to paynot, satisfy, or discharge any by the execution and performance of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, or otherwise, assume or otherwise be responsible for any liability or obligation of Seller, Parent or any of3 their Affiliates, of any nature or kind, or claims of such liability or obligation, matured or unmatured, liquidated or unliquidated, fixed or contingent, or known or unknown, including without limitationany liability or obligation of Seller, Parent or any of their Affiliates:

Liabilities Not Assumed. Buyer shall not assume or undertake to pay, satisfy, or discharge any by execution and performance of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:or otherwise, assume or otherwise be responsible for any liabilities or obligation of any nature of Seller, or its operations, businesses or activities, or claims of such liability or obligation, matured or unmatured, liquidated or unliquidated, fixed or contingent, or known or unknown, whether arising out of occurrences prior to, at or after the date hereof.

Liabilities Not Assumed. Buyer shall not by execution and performance of this Agreement or otherwise, assume or undertake to pay, satisfyotherwise be responsible for any liability or obligation of any nature of Seller not specifically defined as an Assumed Liability, or discharge any claims of Seller's liabilitiessuch liability or obligation, obligationswhether arising out of occurrences prior to, commitmentsat, or responsibilities not expressly assumed by Buyer in this Agreementafter the date hereof (collectively, including the “Retained Liabilities”). Retained Liabilities shall include, without limitation:

Liabilities Not Assumed. Buyer With the exception of the Assumed Liabilities and as stated otherwise herein, Purchaser shall not by execution and performance of this Agreement or otherwise, assume or undertake to payotherwise be responsible for any liability or obligation of any nature of Seller or claims of such liability or obligation, satisfywhether arising out of occurrences prior to, at, or discharge any of Seller's liabilitiesafter the date hereof (collectively, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:the "RETAINED LIABILITIES").

Liabilities Not Assumed. Buyer Except for the Assumed Liabilities, Purchaser shall not by execution and performance of this Agreement or otherwise, assume or undertake to pay, satisfyotherwise be responsible for any liability or obligation of any nature of Seller, or discharge any claims of Seller's liabilitiessuch liability or obligation, obligationsmatured or unmatured, commitmentsliquidated or unliquidated, fixed or contingent, or responsibilities not expressly assumed by Buyer in this Agreementknown or unknown, including without limitation:whether arising out of occurrences prior to, at or after the date hereof.

Liabilities Not Assumed. With the exception of the Assumed Liabilities, the Buyer shall not by execution and performance of this Agreement or otherwise, assume or undertake to pay, satisfy, otherwise be responsible for any liability or discharge obligation of any nature of any of Seller's liabilitiesthe Seller Parties, obligationswhether or not relating to the Business, commitmentsincluding, or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:, any accounts payable due to inventory suppliers and manufacturers incurred prior to the Closing Date (the "Excluded Liabilities"), except as otherwise provided in Section 2.1(a).

Liabilities Not Assumed. Except for the Assumed Liabilities, Buyer shall not assume or undertake to paynot, satisfyby the execution, or discharge any delivery and performance of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, including without limitation:or otherwise, assume or otherwise be responsible for any liability or obligation of any nature, or claims of such liability or obligation of Seller, matured or unmatured, liquidated or unliquidated, fixed or contingent, or known or unknown, whether arising out of acts or occurrences prior to, at or after the date hereof.

Liabilities Not Assumed. Buyer With the exception of the Assumed Liabilities, Purchaser shall not assume or undertake to pay, satisfy, or discharge any by the execution and consummation of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer in this Agreement, including or otherwise, assume or otherwise be responsible for any liability or obligation of any nature of Seller, or claims of such liability or obligation, matured or unmatured, liquidated or unliquidated, fixed or contingent, or known or unknown, including, without limitation:

Liabilities Not Assumed. Buyer (a) Notwithstanding the foregoing, the Purchaser shall not assume any obligation or undertake to payliability resulting from or arising out of any breach of any representation, satisfy, warranty or discharge any agreement of Seller's liabilities, obligations, commitments, or responsibilities not expressly assumed by Buyer the Seller contained in this Agreement, including without limitation:.

Liabilities Not Assumed. Buyer shall not not, by the execution of this Agreement or the consummation of the transactions contained herein, assume or undertake to payotherwise be responsible for any liability or obligation of any nature of the Trustee, satisfythe Debtors or Seller, or discharge any claims of Seller's liabilitiesliability or obligation, obligationsmatured or unmatured, commitmentsliquidated or unliquidated, fixed or contingent, or responsibilities not expressly assumed by Buyer in this Agreementknown or unknown, including without limitation:whether arising out of occurrences prior to, at or after the date hereof.