Common use of Bulk Transfer Laws Clause in Contracts

Bulk Transfer Laws. Purchaser hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefrom); provided, however, that Seller agrees to indemnify Purchaser against any and all liabilities arising from such law that may be asserted by third parties against Purchaser as a result of Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser The Buyer hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser the Buyer (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to Article VIII, however, that the Seller agrees has agreed to indemnify Purchaser the Buyer against any and all liabilities arising from such law that may be asserted by third parties against Purchaser the Buyer as a result of the Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to the Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided, however, that . The Seller agrees to indemnify the Purchaser in accordance with Article VIII against any and all liabilities arising from such law that (including any liabilities for Taxes of Seller as a transferee or otherwise) which may be asserted by third parties against the Purchaser as a result of the Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser The Buyer hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect to the application of Buyer. The Seller shall indemnify and hold harmless the proceeds herefrom); provided, however, that Seller agrees to indemnify Purchaser Buyer against any and all liabilities arising from such law (including Tax liabilities) that may be asserted by third parties against Purchaser the Buyer as a result of Seller’s noncompliance by the Seller with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with the provisions of any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale to the Purchaser of the Purchased Assets to Purchaser (other than any obligations with respect to Transferred Assets. The Seller shall indemnify and hold harmless the application of the proceeds herefrom); provided, however, that Seller agrees to indemnify Purchaser against any and all liabilities arising from such law (including Tax liabilities) that may be asserted by third parties against the Purchaser as a result of Seller’s noncompliance by the Seller with any such bulk transfer lawlaw (except for those assumed by the Purchaser hereunder or in the Assumption Agreement).

Bulk Transfer Laws. The Purchaser hereby waives compliance by Seller the Sellers with any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect the Purchaser. Pursuant to Article IX, the application of the proceeds herefrom); provided, however, that Seller agrees Sellers have agreed to indemnify the Purchaser against any and all liabilities arising from such law that which may be asserted by third parties against the Purchaser as a result of Seller’s the Sellers’ noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser The Buyer hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser the Buyer (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to the provisions of this Agreement, however, that the Seller agrees has agreed to indemnify Purchaser the Buyer against any and all liabilities arising from such law that may be asserted by third parties against Purchaser the Buyer as a result of the Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefrom). Pursuant to Article IX; provided, however, that Seller agrees to indemnify Purchaser against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser as a result of Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Article IX, however, that Seller agrees has agreed to indemnify Purchaser against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser as a result of Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect the Purchaser. Pursuant to Article IX, the application of the proceeds herefrom); provided, however, that Seller agrees has agreed to indemnify the Purchaser against any and all liabilities arising from such law that (including, but not limited to, any liabilities for Taxes of the Seller as a transferee or otherwise) which may be asserted by third parties against the Purchaser as a result of the Seller’s 's noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to the Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to Article IX, however, that the Seller agrees has agreed to indemnify the Purchaser against any and all liabilities arising from such law that (including any liabilities for Taxes of Seller as a transferee or otherwise) which may be asserted by third parties against the Purchaser as a result of the Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser The Buyer hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Acquired Assets to Purchaser the Buyer (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Article X, however, that the Seller agrees and the Shareholders have agreed to indemnify Purchaser the Buyer Parties against any and all liabilities arising from such law that may be asserted by third parties against Purchaser the Buyer Parties as a result of the Seller’s 's noncompliance with any such bulk transfer law."

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Transferred Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to Article X, however, that the Seller agrees to Parties will indemnify the Purchaser and the Company against any and all liabilities arising from such law Liabilities (other than Tax Liabilities) that may be asserted by third parties against the Purchaser or the Company as a result of the Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to the Purchaser (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Article VII, however, that the Seller agrees has agreed to indemnify the Purchaser and its Affiliates against any and all liabilities arising from such law that Liabilities which may be asserted by third parties against the Purchaser and its Affiliates as a result of the Seller’s 's noncompliance with any such law including, but not limited to, any Taxes imposed on the Purchaser as a transferee resulting from the failure to comply with such bulk transfer lawsales laws.

Bulk Transfer Laws. Purchaser Buyer hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Acquired Assets to Purchaser Buyer (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Article VIII, however, that Seller agrees has agreed to indemnify Purchaser Buyer against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser Buyer as a result of Seller’s 's noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to the Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided, however, that . The Seller agrees to indemnify the Purchaser in accordance with Article VIII against any and all liabilities arising from such law that (including any liabilities for Taxes of Seller as a transferee or otherwise) which may be asserted by third parties against the Purchaser as a result of the Seller’s 's noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by Seller the Sellers with any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect the Purchaser. Pursuant to Article IX, the application of the proceeds herefrom); provided, however, that Seller agrees Sellers have agreed to indemnify the Purchaser against any and all liabilities arising from such law that which may be asserted by third parties against the Purchaser as a result of Seller’s the Sellers' noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser Buyer hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser Buyer (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Section 8.2(a)(iii)(A), however, that Seller agrees has agreed to indemnify Purchaser Buyer against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser Buyer as a result of Seller’s 's noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser The Buyer hereby waives compliance by the Seller Companies with any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser the Buyer (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided, however, that . The Seller agrees to Companies and the Stockholder shall jointly and severally indemnify Purchaser the Buyer against any and all liabilities arising from such law that may be asserted by third parties against Purchaser the Buyer as a result of Sellerany Seller Company’s noncompliance with any such bulk transfer lawLaw.

Bulk Transfer Laws. Purchaser hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefrom); provided. Pursuant to Article IX, however, that Seller agrees has agreed to indemnify Purchaser against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser as a result of Seller’s 's noncompliance with any such bulk transfer law.

Bulk Transfer Laws. Purchaser Buyer hereby waives compliance by Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Assets to Purchaser Buyer (other than any obligations with respect to the application of the proceeds herefrom); provided, however, that Seller agrees to indemnify Purchaser Buyer against any and all liabilities arising from such law that which may be asserted by third parties against Purchaser Buyer as a result of Seller’s noncompliance with any such bulk transfer law.

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased Transferred Assets to Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to Article X, however, that the Seller agrees to Parties will indemnify the Purchaser and the Company against any and all liabilities arising from such law Liabilities (other than Tax Liabilities) that may be asserted by third parties against the Purchaser or the Company as a result of the Seller’s noncompliance with any such bulk transfer law.. SECTION 7.12

Bulk Transfer Laws. The Purchaser hereby waives compliance by the Seller with any applicable bulk sale or bulk transfer laws of any jurisdiction in connection with the sale of the Purchased BPH Assets to the Purchaser (other than any obligations with respect to the application of the proceeds herefromtherefrom); provided. Pursuant to Article VII, however, that the Seller agrees has agreed to indemnify the Purchaser against any and all liabilities arising from such law that (including, but not limited to, any liabilities for Taxes of Seller as a transferee or otherwise) which may be asserted by third parties against the Purchaser as a result of the Seller’s noncompliance with any such bulk transfer law.