Common use of Bulk Sales Waiver Clause in Contracts

Bulk Sales Waiver. Buyer and Seller hereby waive compliance with any ----------------- applicable bulk sale laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates harmless from and against any Losses arising out of noncompliance with any such laws.

Appears in 1 contract

Samples: Acquisition Agreement (Micron Technology Inc)

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Bulk Sales Waiver. Buyer Purchaser and Seller the Sellers hereby waive compliance with any ----------------- applicable bulk sale laws Laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates harmless from and against any Losses arising out of noncompliance with any such laws.

Appears in 1 contract

Samples: Purchase Agreement (Westwood Holdings Group Inc)

Bulk Sales Waiver. Buyer and Seller hereby waive compliance with any ----------------- applicable bulk sale laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates affiliates harmless from and against any Losses losses, liabilities, costs and expenses arising out of noncompliance with any such lawslaws if and to the extent that any such laws confer upon Sellers in transactions of this type primary responsibility for compliance, and liability for noncompliance, therewith.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lesco Inc/Oh)

Bulk Sales Waiver. Buyer and Seller The Purchaser hereby waive waives compliance by the Vendor with any ----------------- applicable bulk sale laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall sales legislation. The Vendor hereby agrees to indemnify and hold Buyer -------- ------- and its Affiliates save the Purchaser harmless from and against all claims, suits, causes of action which any Losses creditor may institute with respect to the Properties pursuant to or arising out of noncompliance non-compliance with any such lawslegislation.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Milacron Holdings Corp.)

Bulk Sales Waiver. Buyer and Seller hereby waive compliance with any ----------------- applicable bulk sale sales laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates harmless from and against any Losses liabilities arising out of noncompliance non-compliance with any such laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spanish Broadcasting System Inc)

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Bulk Sales Waiver. Buyer and Seller hereby waive compliance with the terms and conditions of any ----------------- applicable bulk sales law or similar laws that may be applicable to the sale laws in connection with or transfer of the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates harmless from and against any Losses arising out of noncompliance with any such lawsAcquired Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Farmer Brothers Co)

Bulk Sales Waiver. Buyer Purchaser and Seller hereby waive compliance with the terms and conditions of any ----------------- applicable bulk sales or bulk transfer law or similar laws that may be applicable to the bulk sale laws in connection or bulk transfer of the Assets. Seller will indemnify and hold harmless Purchaser from any and all claims relating to the provisions of the "bulk sales law" of any applicable jurisdiction with respect to the transactions contemplated by this Agreement; provided, however, that Seller shall indemnify and hold Buyer -------- ------- and its Affiliates harmless from and against any Losses arising out of noncompliance with any such laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Interpool Inc)

Bulk Sales Waiver. The Selling Entities and Buyer and Seller hereby waive compliance with the provisions of any ----------------- applicable bulk sale laws in connection with the transactions contemplated by this Agreement; provided, however, that Seller shall transfer laws. The Selling Entities further agree to indemnify and hold Buyer -------- ------- and its Affiliates harmless from all claims made by Sellers' creditors and against any Losses arising out all Liabilities and expenses (including reasonable attorneys' fees and disbursements, including those related to the enforcement of noncompliance this indemnity) with respect to non-compliance with any such lawsbulk transfer law.

Appears in 1 contract

Samples: Asset Purchase Agreement (Temple Inland Inc)

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