Bulk Transfers Law Sample Clauses

Bulk Transfers Law. Each Party hereby waives compliance with the provisions of any applicable bulk transfers statute (subject to the indemnity provided for in Article V).
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Bulk Transfers Law. The Purchaser hereby waives compliance by the Seller with the provisions of the bulk transfers law of the State of California. Nevertheless, in addition to any other indemnities provided in this Agreement, the Seller shall indemnify and hold the Purchaser harmless from and against any and all liens claimed against any of the Transferred Assets by any creditor arising from any credit extended to the Seller prior to the Closing.
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Bulk Transfers Law. Seller has determined that the provisions of ------------------ Article 6 of the Uniform Commercial Code and other applicable laws concerning bulk transfers, if any, do not apply to this transaction. Seller shall and hereby agrees to indemnify, hold harmless and defend Purchaser for any loss, damage, liability, claim or expense (including, without limitation, reasonable attorneys' fees and expenses) on account of claims of Seller's creditors arising from Seller's failure to comply with any applicable bulk transfers laws, which indemnity shall survive the Closing Date.
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Bulk Transfers Law. The Buyer and the Seller each hereby waive compliance with the provisions of the Maryland bulk transfers statute (subject to the indemnity provided for in Article VII).
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Bulk Transfers Law. 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 US Assets to the Buyer or one or more of its Affiliates.
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Bulk Transfers Law. Influence hereby waives compliance with the provisions of any Bulk Transfers Law of any jurisdiction in connection with the transfer of the Tangible Assets to Influence. TTI warrants and agrees to pay and discharge when due any claims which are asserted against TTI solely by reason of non-compliance with the provisions of any such Bulk Transfers Law.
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Bulk Transfers Law. The Buyer and the Seller each hereby waive compliance with the provisions of the California bulk transfers statute (California Commercial Code Division 6), subject to the indemnity provided for in Article VII.
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Related to Bulk Transfers Law

  • Bulk Transfers Purchaser waives compliance with the provisions of all applicable Laws relating to bulk transfers in connection with the transfer of the Purchased Assets.

  • Bulk Transfer The Seller represents and warrants that the transfer, assignment and conveyance of the Receivables by the Seller pursuant to this Agreement is not subject to the bulk transfer laws or any similar statutory provisions in effect in any applicable jurisdiction.

  • Bulk Transfer Laws Purchaser hereby waives compliance by Seller and its Affiliates with the provisions of any so-called “bulk transfer law” of any jurisdiction in connection with the sale of the Acquired Assets to Purchaser.

  • Waiver of Bulk-Sale and Bulk-Transfer Laws SpinCo hereby waives compliance by each and every member of the Parent Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SpinCo Assets to any member of the SpinCo Group. Parent hereby waives compliance by each and every member of the SpinCo Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the Parent Assets to any member of the Parent Group.

  • Bulk Sales Law Buyer hereby waives compliance by Seller of any applicable bulk sales law and Seller agrees, to make full and timely payment when due of all amounts owed by such Seller to its creditors. Seller agrees to indemnify and hold Buyer harmless from, and reimburse Buyer for, any loss, cost, expense, liability or damage (including reasonable counsel fees and disbursements and expenses) which Buyer may suffer or incur by virtue of the non-compliance by Seller with such laws.

  • Notification of Laws and Regulations The Servicer shall immediately notify the Issuer, the Indenture Trustee and the Rating Agencies in writing if it becomes aware of any Requirements of Law or CPUC Regulations hereafter promulgated that have a material adverse effect on the Servicer’s ability to perform its duties under this Agreement.

  • Bulk Sales Laws The parties hereby waive compliance with the provisions of any bulk sales, bulk transfer or similar Laws of any jurisdiction that may otherwise be applicable with respect to the sale of any or all of the Purchased Assets to Buyer; it being understood that any Liabilities arising out of the failure of Seller to comply with the requirements and provisions of any bulk sales, bulk transfer or similar Laws of any jurisdiction which would not otherwise constitute Assumed Liabilities shall be treated as Excluded Liabilities.

  • Effect of Laws, Rules and Regulations The Exclusive Representative recognizes that all employees covered by this Agreement shall perform the services and duties prescribed by the School District and shall be governed by the laws of the State of Minnesota and by School District rules, regulations, directives and orders, issued by properly designated officials of the School District. The Exclusive Representative also recognizes the right, obligation and duty of the School District and its duly designated officials to promulgate rules, regulations, directives and orders from time to time as deemed necessary by the School District insofar as such rules, regulations, directives and orders are not inconsistent with the terms of this Agreement, and recognizes that the School District, all employees covered by this agreement, and all provisions of this Agreement are subject to State and Federal law. Any provisions of this Agreement found to be in violation of any such laws, rules, regulation directives or orders shall be null and void and without force and effect.

  • Bulk Sales Act No transaction contemplated by this Agreement requires compliance by it with any bulk sales act or similar law.

  • Compliance with Federal Law Contractor shall comply with all applicable federal laws, including, without limitation, those set forth in Exhibit D, which is attached and incorporated into this Contract by this reference.

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