FUTURE LIABILITIES Clause Samples

The FUTURE LIABILITIES clause defines how obligations or responsibilities that arise after the contract’s execution or termination are handled between the parties. It typically specifies which party will be responsible for debts, claims, or other liabilities that may emerge in the future, even if they were not known at the time the contract was signed. This clause is essential for allocating risk and ensuring that both parties understand their ongoing responsibilities, thereby preventing disputes over unforeseen obligations that may surface after the contractual relationship ends.
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FUTURE LIABILITIES. Each Spouse warrants to the other that they shall not incur, after the effective date of this Agreement, any liability for which the other shall be or may become personally liable or that could be enforced against an asset held by the other Spouse. a.) If either Spouse incurs, after the effective date of this Agreement, any liability for which the other shall be or may become personally liable or that could be enforced against an asset held by the other Spouse, that warrantor shall indemnify the other for any liability on the obligation, attorney fees, and related costs.
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FUTURE LIABILITIES. Notwithstanding the above sub-paragraph, in the event that Annual Conference is ever held liable for any conduct of Local Church for actions of Local Church before the effective date of this Agreement, then Local Church agrees to indemnify and hold harmless Annual Conference for such liability. Examples of such liability may come from but are not limited to liability that may arise from claims against Annual Conference due to the relationship of Local Church to a Boy Scout Unit, sexual harassment or assault allegations, boundary line or property use disputes, employment issues, negligence, tax matters, etc.
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FUTURE LIABILITIES. Seller shall not be responsible or liable for any future actions or liabilities of Buyer in connection with the use of the Domain Names following the Closing Date, except to the extent such action or liability is caused by or related to any breach by Seller of any representation, warranty, agreement or covenant contained in this Agreement.
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FUTURE LIABILITIES. Notwithstanding the release of Local Church in Paragraph 7, in the event the Conference is ever sued, threatened with claim or suit or held liable for any conduct or actions of Local Church occurring before the Disaffiliation Date and arising from sexual misconduct, harassment or assault, or any relationship of Local Church to a scouting unit or organization, then Local Church agrees to indemnify, reimburse and hold the Conference harmless from such liability, including Conference costs and attorney fees incurred in defense of any such claim or suit.
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FUTURE LIABILITIES. Any liabilities or obligations of any kind or nature whatsoever arising out of or in connection with Buyer's conduct of the Data Center or the ownership or use of the Assets after the Closing, except for the Excluded Liabilities.
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FUTURE LIABILITIES. At the end of the concession period, there will be assets and liabilities on the surface under concession. Some environmental liabilities that may be found are, for instance: • Repositories (Hazardous and Household-like Waste) • Historical liabilities the remediation of which has not been completed may be included in this item. • Current Liabilities (resulting from the operation) that are in process or the treatment of which has not yet begun. • Plants and Facilities that have reached the end of their useful life. • ▇▇▇▇▇ that must be abandoned. Six months before the end of the concession period an environmental audit of the area will be SUBMITTED to certify the environmental condition of such area; it will be performed by an external firm registered with the registry of environmental consultants and evaluated by the Secretary of Environment and Climate Change. If there are any remaining environmental liabilities, the CONCESSIONAIRE will present to the Secretary of Hydrocarbons a REMEDIATION PERFORMANCE BOND posted by the CONCESSIONAIRE to guarantee compliance of the obligations undertaken in the PREVIOUS sections, for an amount equal to the total cost of the identified liabilities.
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Related to FUTURE LIABILITIES

  • Employee Liabilities All Liabilities with respect to employees which -------------------- relate primarily to the Company Business.

  • Excluded Liabilities Other than as specifically listed in Section 2.03 above, Buyer shall not assume any Liability whatsoever of Sellers, whether or not arising from or related to the Business or the Purchased Assets (the “Excluded Liabilities”), and Sellers shall pay, perform and discharge, as and when due, each such Excluded Liability. Without limiting the generality of the foregoing, the Excluded Liabilities shall include, and under no circumstances shall Buyer be deemed to assume any Liability arising out of or relating to: (a) any actual or alleged tortious conduct, breach of Contract or violation of Applicable Law by any Seller or their employees or agents; (b) any product sold or manufactured prior to the Closing Date; (c) Taxes of any kind or character (other than property taxes attributable to the Purchased Assets, to the extent prorated hereunder); (d) the ownership, operation, use or disposal of any Excluded Asset; (e) any collective bargaining agreement, employee compensation or employee benefits including Liability for severance pay, overtime pay, bonus or incentive compensation, retirement plans (including any underfunding or withdrawal liability pursuant to the Multiemployer Pension Plan Amendment Act of 1980, arising from contributions made by the Sellers to the plans in question, as calculated through, and as of, any such withdrawal caused by the purchase of the Purchased Assets described herein, or otherwise triggered within thirty (30) days after the Closing Date, regardless of whether or not the amount of such Liability is known as of the time of such withdrawal) unemployment compensation, vacation, sick leave, termination pay or relating to any Employee Benefit Plan of any Seller or of any of their Affiliates; (f) any Environmental Liability relating to or arising out of any condition or obligation existing on or prior to the Closing Date; (g) any Debt of Sellers or any of their Affiliates; (h) any Proceedings relating to Sellers or to the conduct or ownership of the Business or the Purchased Assets on or prior to the Closing Date, whether or not listed in Section 4.07(a) of the Disclosure Letter; (i) any Liability arising out of any present or former business activity of Sellers other than the Business; (j) any claims, choses in action, causes of action, rights of recovery, rights of set-off of any kind by any third party (including any employee or former employee of any Seller) arising out of the conduct of the Business, or the ownership, operation or use of any Purchased Assets on or prior to the Closing Date; or (k) any Liability of Sellers under or arising by reason of this Agreement, or incurred in connection with the transactions contemplated by this Agreement, including any Sellers’ legal and accounting fees and expenses.

  • Excluded Assets and Liabilities (a) Notwithstanding Section 1.2 above, the Purchased Assets shall not include the following assets (collectively, the “Excluded Assets”): (i) all unrestricted cash of Seller as of Closing; (ii) all accounts receivable of Seller for completed work as of Closing; (iii) Contracts, including Intellectual Property Agreements, that are not Assigned Contracts (the “Excluded Contracts”); (iv) all employee benefit plans and assets and liabilities attributable thereto; (v) the assets, properties and rights specifically excluded by Buyer as permitted by this Agreement; and (vi) the rights which accrue or will accrue to Seller under this Agreement and the Ancillary Documents. (b) Notwithstanding any provisions of this Agreement to the contrary, Buyer shall not assume and shall not be responsible to pay, perform or discharge any Liabilities of Seller or any of its Affiliates of any kind or nature whatsoever (the “Excluded Liabilities”) except liabilities relating solely to the conduct of the Business by Buyer after the Closing under the Assigned Contracts (the “Assumed Liabilities”). Seller shall, and shall cause each of its Affiliates to, pay and satisfy in due course all Excluded Liabilities which they are obligated to pay and satisfy, including (without limitation) all Pre-Closing Tax Period Liabilities. (c) After the Closing, Seller shall continue to discharge in a timely manner all of Seller’s Liabilities and obligations including, but not limited to, Liabilities and obligations disclosed in or pursuant to this Agreement.

  • Litigation and Contingent Liabilities No litigation (including derivative actions), arbitration proceeding or governmental investigation or proceeding is pending or, to the Company’s knowledge, threatened against any Loan Party which might reasonably be expected to have a Material Adverse Effect, except as set forth in Schedule 9.6. Other than any liability incident to such litigation or proceedings, no Loan Party has any material contingent liabilities not listed on Schedule 9.6 or permitted by Section 11.1.

  • ERISA Liabilities The Borrower shall not, and shall cause each of its ERISA Affiliates not to, (i) permit the assets of any of their respective Plans to be less than the amount necessary to provide all accrued benefits under such Plans, or (ii) enter into any Multiemployer Plan.