Common use of Bulk Sales Laws Clause in Contracts

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will may, in its sole discretion, not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictionsjurisdictions to the extent permitted by law.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything Notwithstanding any provision in this Agreement to the contrary, neither Buyer nor Seller will not shall have any obligation to comply with the provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.. 240

Bulk Sales Laws. Buyer and Seller hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply waive compliance with the provisions of the bulk sales laws Law of any jurisdiction state relating to bulk transfers in connection with the sale of the Inventory hereunder. Notwithstanding the foregoing, nothing herein shall estop or prevent Seller or Buyer from asserting, as a bar or defense to any Proceeding brought under any such Law, that such Law is not applicable to the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding --------------- anything in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Without limitation to Seller’s obligations with respect to Bulk Sales Laws under Article VIII, Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, shall not require compliance by Seller will not comply with under the provisions of the any “bulk sales laws sales” or “bulk-transfer” Laws of any jurisdiction in connection that may otherwise be applicable with respect to the sale of any or all of the Purchased Assets contemplated hereby (“Bulk Sales Laws”) and compliance with the transactions contemplated by requirements thereof is not a condition to Closing under this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer Buyers hereby acknowledges acknowledge that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; Agreement and Buyer Buyers hereby irrevocably waives waive compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Subject to Section 8.1, Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, that Seller will not comply with the provisions of the any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions. Notwithstanding anything to the contrary in this Agreement, Seller shall indemnify and hold Buyer harmless from and against any and all losses, Liabilities, claims or expenses which shall arise against or be incurred by Buyer due to the failure of Seller to comply with such requirements.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, that Seller will not comply with the provisions of the any bulk sales transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this Agreement; Agreement and the Ancillary Agreements. Seller agrees to indemnify and hold Buyer hereby irrevocably waives compliance harmless from and against any and all Damages incurred by Seller with the provisions Buyer or any of its Affiliates as a result of the failure to comply with any bulk sales or transfer laws of all applicable jurisdictionswith respect to the Acquired Assets.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will Sellers may, in its sole discretion, not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller that Sellers will not comply with the provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. The Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, the Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . The Buyer hereby irrevocably waives compliance by the Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and Agreement to the extent they are applicable. Buyer hereby irrevocably waives compliance by Seller with the provisions of the such bulk sales laws of all applicable jurisdictionslaws; provided, however, that Seller shall fully and promptly indemnify, defend and hold Buyer harmless for any liability resulting for such failure, except to the extent that such liability has been expressly assumed by Buyer pursuant to this Agreement.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller that Sellers will not comply with the provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement; Agreement and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictionsand shall fully indemnify Sellers against any claims against Sellers arising from such non-compliance.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws Laws of all applicable jurisdictionsjurisdictions and shall otherwise indemnify Sellers against any Losses Sellers suffer as a result of such non-compliance.

Bulk Sales Laws. The Buyer hereby acknowledges that, notwithstanding anything in this Agreement to that the contrary, Seller will not comply with the provisions of the any bulk sales transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement; . The Seller shall indemnify and hold the Buyer hereby irrevocably waives compliance by Seller with harmless from any Losses which the provisions of Buyer may incur due to the bulk sales laws of all applicable jurisdictionsfailure to so comply.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything --------------- in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrarycontrary and except for Seller's delivery of the certificates specified in Section 3.5(l), Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictionsjurisdictions to the extent permitted by law.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything --------------- in this Agreement to the contrary, Seller will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions; provided, however, that Seller shall fully and promptly indemnify, defend and hold Buyer harmless.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding ------------------- anything in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller Sellers will not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.. 10.13

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, that Seller will not comply with the provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Seller will Sellers may, in their sole discretion, not comply with the provisions provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement; and . Buyer hereby irrevocably waives compliance by Seller Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.

Bulk Sales Laws. Notwithstanding Section 10.2, Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, waives any requirement that Seller will not comply with the provisions of the any bulk sales laws of any jurisdiction in connection with applicable to the transactions contemplated hereby, and in exchange therefor Seller agrees to pay, honor and discharge when due any claims of creditors asserted against Buyer by this Agreement; and Buyer hereby irrevocably waives compliance by Seller with the provisions reason of the bulk sales laws of all applicable jurisdictionssuch noncompliance.