Bulk Transfer Laws. Buyer hereby waives compliance by Seller with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Tesoro Petroleum Corp /New/), Asset Purchase Agreement (Tesoro Petroleum Corp /New/), Asset Purchase Agreement (Tesoro Petroleum Corp /New/)
Bulk Transfer Laws. Buyer Purchaser hereby waives compliance by Seller with the provisions of any so-called "bulk transfer laws law" of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due Acquired Assets to failure to so comply in accordance with Section 15Purchaser.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Insilco Corp/De/), Asset Purchase Agreement (Women First Healthcare Inc), Asset Purchase Agreement (Georgia Gulf Corp /De/)
Bulk Transfer Laws. The Buyer hereby waives compliance by acknowledges that the Seller will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. The Seller shall indemnify and hold the Buyer harmless from for any Losses which Buyer may incur due liability with respect to failure to so comply in accordance with Section 15any such non- compliance.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Trimark Holdings Inc), Asset Purchase Agreement (Graphix Zone Inc /Ca/), Asset Purchase Agreement (Graphix Zone Inc /Ca/)
Bulk Transfer Laws. Notwithstanding any other provision of this Agreement, the Buyer hereby waives compliance by the Seller with the provisions of any so-called bulk transfer laws law of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated hereby. Seller shall indemnify hereby indemnifies and agrees to hold Buyer harmless from and against any Losses which and all liabilities, losses, damages, costs and expenses, including reasonable counsel fees, reasonably and proximately incurred or sustained by Buyer may incur due to failure to so comply in accordance with Section 15such non-compliance.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Gencorp Inc), Asset Purchase Agreement (Gencorp Inc)
Bulk Transfer Laws. Notwithstanding any other provision of this Agreement, Buyer hereby waives compliance by Seller Sellers with the provisions of any so-called bulk transfer laws Bulk Transfer Law of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated hereby. Seller Sellers shall indemnify and hold harmless Buyer harmless from against any Losses and all liabilities which may be asserted by third parties against Buyer as a result of noncompliance with any such Bulk Transfer Law, other than liabilities which Buyer may incur due shall have expressly assumed pursuant to failure to so comply in accordance with Section 15this Agreement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Shop at Home Inc /Tn/), Asset Purchase Agreement (Paxson Communications Corp)
Bulk Transfer Laws. The Buyer hereby waives compliance by acknowledges that the Seller will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. The Seller shall indemnify and hold the Buyer harmless from for any Losses which Buyer may incur due liability with respect to failure to so comply in accordance with Section 15any such non-compliance. [Remainder of page intentionally left blank.]
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Bulk Transfer Laws. Buyer hereby waives compliance by Seller with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with which may be applicable to the purchase and sale transfer of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply assets described in accordance with Section 15this Contract.
Appears in 1 contract
Bulk Transfer Laws. Buyer hereby waives compliance by The Purchaser acknowledges that the Seller has not complied with the provisions of any so-called "bulk transfer laws law" of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due Assets to failure to so comply in accordance with Section 15the Purchaser.
Appears in 1 contract
Sources: Asset Purchase Agreement (Ikon Office Solutions Inc)
Bulk Transfer Laws. Notwithstanding any other provision of this Agreement, Buyer hereby waives compliance by Seller with the provisions of any so-called bulk transfer laws Bulk Transfer Law of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15transactions contemplated hereby.
Appears in 1 contract
Sources: Asset Sale and Purchase Agreement (Orbital Sciences Corp /De/)
Bulk Transfer Laws. The Seller agrees to indemnify and hold harmless the Buyer hereby waives from and against any Adverse Consequences that arise from the non-compliance or violation by the Seller with of the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15transaction contemplated by this Agreement.
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Bulk Transfer Laws. Each of Seller and Buyer hereby waives compliance by acknowledge that Seller will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. Seller shall will indemnify and hold Buyer harmless from for any Losses which Buyer may incur due to failure to so comply in accordance with Section 15.such noncompliance. * * * * * * * * *
Appears in 1 contract
Sources: Securities Purchase Agreement (Interline Brands, Inc./De)
Bulk Transfer Laws. Buyer hereby waives compliance by Seller with the provisions of any so-called applicable bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetslaws. Seller shall indemnify Buyer for any and hold all costs or expenses that Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15incurs as a result of this waiver.
Appears in 1 contract
Bulk Transfer Laws. The Buyer hereby waives compliance by acknowledges that the Seller will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. The Seller shall indemnify and hold the Buyer harmless from for any Losses which Buyer may incur due liability with respect to failure any such non- compliance except any liability related to so comply in accordance with Section 15the Assumed Liabilities.
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Bulk Transfer Laws. The Buyer hereby waives compliance by acknowledges that the Seller will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. The Seller shall indemnify and hold the Buyer harmless from for any Losses which Buyer may incur due liability with respect to failure to so comply in accordance with Section 15any such non-compliance.
Appears in 1 contract
Bulk Transfer Laws. Buyer hereby waives compliance by Seller with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assetstransactions contemplated by this Agreement. Seller Buyer shall indemnify and hold Buyer harmless from each Seller Indemnitee against any Losses which Buyer and all liabilities that may incur due to failure to so comply in accordance be asserted by third parties against such Seller Indemnitee as a result of noncompliance by Seller with Section 15any such bulk transfer law.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Fastcomm Communications Corp)
Bulk Transfer Laws. Buyer hereby waives compliance by Seller with any laws relating to bulk transfers and bulk sales applicable to the provisions transactions contemplated by this Agreement. Seller will indemnify Buyer from any third party Actions arising out of any so-called or related to the failure of Seller to comply with such bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15bulk sales laws.
Appears in 1 contract
Sources: Asset Sale and Purchase Agreement (Worthington Foods Inc /Oh/)
Bulk Transfer Laws. Buyer hereby waives compliance by Seller acknowledges and agrees that Sellers will not comply with the provisions of any so-called bulk transfer laws of any jurisdiction in connection with the purchase and sale of the Purchased Assets. Seller shall indemnify and hold Buyer harmless from any Losses which Buyer may incur due to failure to so comply in accordance with Section 15transactions contemplated by this Purchase Agreement.
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