You can definitely state that the Seller is responsible for any obligations prior to the closing date and the Buyers after, but if the Seller goes into Bankruptcy or is other wise judgment proof, you will have no recourse.You should definitely retain counsel to assist you and prepare the documents properly, run a lien search to see if there are any tax, judgment or other liens on the assets or the business.
My advice to anyone acquiring a business is to avoid buying the stock of a corporation or the membership interests of an LLC and to buy only the assets, thereby avoiding the unknown liability. When you buy the corporation or LLC you will be buying all the unknown liability, for example a lawsuit a year from now that was from injuries that occurred when your Seller owned the business.
I would be happy to speak with you about this further if you would like to give me a call at 215-525-1165 x101.
This response does not create an attorney-client relationship and is not intended to provide legal advice for your specific situation.