Common use of Accounts Payable Included Clause in Contracts

Accounts Payable Included. On the terms and subject to the conditions set forth in this Agreement, and in reliance upon the covenants, representations and warranties of the Seller at the Closing (as defined in Section 2.4 hereof), Purchaser shall assume from the Seller, and the Seller shall deliver to Purchaser, the agreed vendor and trade payables (“Agreed Accounts Payables”) as more fully set forth on Schedule 2.2 of the disclosure schedules attached. Seller shall assume all liability for such trade payables and shall pay same when due Purchaser does not assume or agree to pay, perform or discharge any liability or obligation of Seller, whether known or unknown, arising out of, incurred in connection with, or related to: (i) liabilities or obligations of Seller arising prior to the Closing Date which are not specifically included within the definition of “Agreed Accounts Payables” hereunder; (ii) liabilities or obligations of Seller incurred on or after the Closing Date; (iii) any pension or other benefit liability relating to Seller’s employees.

Appears in 1 contract

Sources: Asset Purchase Agreement (iGambit, Inc.)

Accounts Payable Included. On the terms and subject to the conditions set forth in this Agreement, and in reliance upon the covenants, representations and warranties of the Seller at the Closing (as defined in Section 2.4 hereof), Purchaser shall assume from the Seller, and the Seller shall deliver to Purchaser, the agreed vendor and trade payables (“Agreed Accounts Payables”) as more fully set forth on Schedule 2.2 of the disclosure schedules attached. Seller shall assume all liability for such trade payables and shall pay same when due Purchaser does not assume or agree to pay, perform or discharge any liability or obligation of Seller, whether known or unknown, arising out of, incurred in connection with, or related to: (i) liabilities or obligations of Seller arising prior to the Closing Date which are not specifically included within the definition of “Agreed Accounts Payables” hereunder; (ii) liabilities or obligations of Seller incurred on or after the Closing Date; (iii) any pension or other benefit liability relating to Seller’s employees. 2.3.

Appears in 1 contract

Sources: Asset Purchase Agreement