Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 40 contracts
Sources: Stock Purchase Agreement (Video Display Corp), Stock Purchase Agreement (Video Display Corp), Asset Purchase Agreement (Digital Generation Systems Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 21 contracts
Sources: Asset Purchase Agreement (Surge Holdings, Inc.), Asset Purchase Agreement (Video Display Corp), Asset Purchase Agreement (Orthologic Corp)
Bulk Transfer Laws. The Buyer Notwithstanding anything to the contrary herein, Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreementhereunder.
Appears in 6 contracts
Sources: Asset Purchase Agreement (Mystic Holdings Inc./Nv), Asset Purchase Agreement (Mystic Holdings Inc./Nv), Asset Purchase Agreement (Terra Tech Corp.)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 6 contracts
Sources: Asset Purchase and Sale Agreement (Omniamerica Inc), Asset Purchase and Sale Agreement (Arch Communications Group Inc /De/), Asset Purchase Agreement (Source Information Management Co)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 5 contracts
Sources: Asset Purchase Agreement (Higher One Holdings, Inc.), Purchase and Sale Agreement (Tier Technologies Inc), Purchase and Sale Agreement (Student Advantage Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 4 contracts
Sources: Asset Purchase and Sale Agreement (Par Technology Corp), Asset Purchase and Sale Agreement (ORBCOMM Inc.), Asset Purchase Agreement (Hauppauge Digital Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Asset Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Master Purchase and Sale Agreement (Varex Imaging Corp), Master Purchase and Sale Agreement (Perkinelmer Inc), Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Brooks Automation Inc), Asset Purchase and Sale Agreement (Openwave Systems Inc), Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller and its Affiliates will not comply with the provisions of any so-called “bulk transfer laws law” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Acquired Assets to Purchaser.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Midatech Pharma PLC), Asset Purchase Agreement (Galena Biopharma, Inc.), Asset Purchase Agreement (Galena Biopharma, Inc.)
Bulk Transfer Laws. The Notwithstanding anything to the contrary in this Agreement, Buyer acknowledges that the waives any rights against Seller will not comply and its Subsidiaries with respect to non-compliance by Seller or its Subsidiaries with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Asset and Equity Purchase Agreement, Asset and Equity Purchase Agreement (Del Frisco's Restaurant Group, Inc.), Asset and Equity Purchase Agreement (Del Frisco's Restaurant Group, Inc.)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and hereby waives all claims related to the non-compliance therewith.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Christopher & Banks Corp), Asset Purchase Agreement (RTW Retailwinds, Inc.), Asset Purchase Agreement (RTW Retailwinds, Inc.)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Selling Parties will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and waives any remedies against the Selling Parties for noncompliance therewith.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Azur Pharma Public LTD Co), Asset Purchase Agreement (Avanir Pharmaceuticals)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers and Buyer will not comply with the provisions of any bulk transfer laws or tax laws relating to bulk transfers of any jurisdiction in connection with the transactions contemplated by this Agreement, waives any requirement of compliance with such laws and agrees that such non-compliance does not constitute a breach of any representation, warranty or covenant of the Company contained in this Agreement notwithstanding anything stated in Section 6 hereof or any other Section of this Agreement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Target Corp), Asset Purchase Agreement (May Department Stores Co)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction that may be applicable in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Aqua Chem Inc), Asset Purchase Agreement (Aqua Chem Inc)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will and/or any Selling Entity do not intend to comply with the provisions of any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Share and Asset Purchase Agreement, Share and Asset Purchase Agreement (Brady Corp)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will does not comply with believe that the provisions of any bulk transfer laws of any jurisdiction are applicable to this transaction and will not comply with any such laws in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Master Establishment and Transition Agreement (Savvis Communications Corp), Master Establishment and Transition Agreement (Savvis Communications Corp)
Bulk Transfer Laws. The Each of Buyer acknowledges and Guarantor acknowledge that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and hereby waives all claims related to the non-compliance therewith.
Appears in 2 contracts
Sources: Asset Purchase Agreement, Asset Purchase Agreement (Constellation Energy Group Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Village Super Market Inc), Asset Purchase Agreement
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will has not comply complied with the provisions of any “bulk transfer laws law” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Purchased Assets to the Purchaser.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Ikon Office Solutions Inc), Asset Purchase Agreement (Ikon Office Solutions Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (Trinity Industries Inc), Purchase Agreement (Marathon Petroleum Corp)
Bulk Transfer Laws. The Buyer acknowledges Buyers acknowledge that the Seller Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (On Semiconductor Corp), Purchase and Sale Agreement (Doubleclick Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will shall not comply with the provisions of any bulk transfer laws laws, if any, of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Aptus Corp), Asset Purchase Agreement (Aptus Corp)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 2 contracts
Sources: Asset Purchase Agreement (Valcor Inc), Asset Purchase Agreement (New England Business Service Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated contem plated by this the Agreement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Associates First Capital Corp), Asset Purchase Agreement (Associates First Capital Corp)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and the Related Agreements.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Huron Consulting Group Inc.), Asset Purchase Agreement (Huron Consulting Group Inc.)
Bulk Transfer Laws. The Buyer acknowledges Buyers acknowledge that the Seller Asset Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and hereby waive all claims related to the non-compliance therewith.
Appears in 2 contracts
Sources: Asset and Equity Purchase Agreement (Tronox Inc), Asset and Equity Purchase Agreement (Huntsman International LLC)
Bulk Transfer Laws. The Parent and the Buyer acknowledges acknowledge that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and the Buyer waives any recourse it may have against the Seller as a result of failure to comply with such laws.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, but this shall not affect the obligation of the Seller for any Liabilities relating to the period prior to the Closing Date.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws or tax laws relating to bulk transfers of any jurisdiction in connection with the transactions contemplated by this Agreement, waives any requirement of compliance with such laws, and agrees that such non-compliance does not constitute a breach of any representation or warranty of Seller contained in this Agreement notwithstanding anything to the contrary in Article IV.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Master Asset Purchase and Sale Agreement (InvenSense Inc)
Bulk Transfer Laws. The Buyer Company acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction jurisdiction, local or foreign, in connection with the transactions contemplated by this Agreement. The Seller hereby covenants and agrees to indemnify and hold the Purchaser harmless from and against any and all liabilities other than Assumed Liabilities which the Purchaser may incur as a result of any failure to comply with any applicable bulk transfer laws in connection with this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Elkcorp)
Bulk Transfer Laws. The Buyer acknowledges Buyers acknowledge that the Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws of any applicable jurisdiction (similar to Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Integra Lifesciences Corp)
Bulk Transfer Laws. The Buyer acknowledges that the neither Seller nor any of its Affiliates will not comply with the provisions of any so-called “bulk transfer laws laws” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Purchased Assets to Buyer.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by 27 28 this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer ▇▇▇▇▇ acknowledges that the Seller Sellers will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. The Buyer acknowledges Buyers acknowledge that the Seller Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Asset and Stock Purchase Agreement (Racing Champions Corp)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Purchaser hereby waives compliance with such provisions.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. SEPTEMBER 4, 2003
Appears in 1 contract
Sources: Asset Purchase Agreement (Baltimore Technologies PLC)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Greenbrier Companies Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement. In the event sales, use, transfer or similar Taxes are required in connection with the transactions contemplated by this Agreement, the Buyer and Seller shall each pay one-half of such Taxes.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Tollgrade Communications Inc \Pa\)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Knight Trading Group Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Selling Entities will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreementherein.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply ------------------ with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions transaction contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller Company will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and the Related Agreements.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Navigant Consulting Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not ------------------ comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. [Remainder of page intentionally left blank.]
Appears in 1 contract
Sources: Asset Purchase Agreement (Digital Data Networks Inc)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges and agrees that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Seller shall indemnify the Buyer against any Adverse Consequences which the Buyer may suffer due to the Seller's failure to comply.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this the Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Seller agrees to indemnify the Buyer from and against any Adverse Consequences arising from or related to the Buyer's noncompliance with such laws.
Appears in 1 contract
Sources: Asset Purchase Agreement (Interactive Magic Inc /Nc/)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this AgreementTransactions, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Sources: Stock and Asset Purchase Agreement (Shiloh Industries Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Asset Sellers will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions transaction contemplated by this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Atlantic Express Transportation Corp)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Connecticut Light & Power Co)
Bulk Transfer Laws. The Buyer Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Seller hereby covenants and agrees to indemnify and hold the Purchaser harmless from and against any and all liabilities other than Assumed Liabilities which the Purchaser may incur as a result of any failure to comply with any applicable bulk transfer laws in connection with this Agreement.
Appears in 1 contract
Sources: Asset Purchase and Sale Agreement (Special Devices Inc /De)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Sources: Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Parties will not comply with the provisions of any bulk transfer laws Laws or similar Laws (including under any Tax Laws) of any jurisdiction in connection with the transactions contemplated by this AgreementTransactions and hereby waives all claims related to the noncompliance therewith.
Appears in 1 contract
Sources: Stock and Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Plan of Reorganization and Stock Exchange Agreement (Ibiz Technology Corp)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and each of Buyer and Seller hereby waives all claims against the other related to the non-compliance therewith.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws of any applicable jurisdiction (including Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement, and Buyer hereby waives Seller's failure to comply with such laws.
Appears in 1 contract
Sources: Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of Article 6 of the Uniform Commercial Code or of any similar bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURE PAGE IN COUNTERPARTS FOLLOWS.]
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this AgreementTransactions, and hereby waives all Claims related to the non-compliance therewith.
Appears in 1 contract
Sources: Asset Purchase Agreement (Mercuria Asset Holdings (Hong Kong) LTD)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Buyer waives such compliance in consideration of the indemnification of Buyer by the Company and the Shareholders from and against any Loss sustained by Buyer in connection with such noncompliance.
Appears in 1 contract
Sources: Asset Purchase Agreement (Diagnostic Retrieval Systems Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller Company and the ------------------- Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws Laws of any applicable jurisdiction (including Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement, and Buyer hereby waives Seller’s failure to comply with such Laws.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller Asset Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 1 contract
Sources: Purchase Agreement
Bulk Transfer Laws. The Each Buyer acknowledges that the Seller Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Sources: Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. * * * *
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the waives compliance by Seller will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer agrees that it shall not make or permit to be made any filings under or with respect to any such law in any jurisdiction.
Appears in 1 contract
Sources: Asset Purchase Agreement (Houghton Mifflin Harcourt Co)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Buyer agrees that it shall not make or permit to be made any filings under or with respect to any such Laws in any jurisdiction.
Appears in 1 contract
Sources: Asset Purchase and Sale Agreement (Lexicon Pharmaceuticals, Inc.)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Buyer waives such compliance. The Seller agrees to indemnify and hold the Buyer harmless from and against all Adverse Consequences which the Buyer shall suffer arising out of the Seller’s failure to pay any of its liabilities to creditors of the Business other than the Assumed Liabilities.
Appears in 1 contract
Sources: Asset Sale and Purchase Agreement (Transtechnology Corp)
Bulk Transfer Laws. The Buyer acknowledges and agrees that the Seller will not comply with the applicable provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract