Common use of Bulk Transfers Clause in Contracts

Bulk Transfers. The Purchaser hereby waives compliance by the Seller with the requirements of any and all laws relating to bulk sales and bulk transfers. As consideration for such waiver by the Purchaser, the Seller, EnStructure and the Parent, jointly and severally, hereby agree to indemnify the Purchaser for any loss incurred by the Purchaser resulting from the Seller’s noncompliance with any provision of any bulk sales law which is applicable to the sale of the Purchased Assets pursuant to this Agreement.

Bulk Transfers. The Purchaser Buyer hereby waives compliance by Seller and the Seller Other Asset Sellers with the requirements provisions of any and all laws applicable Laws relating to bulk sales and bulk transfers. As consideration for such waiver by transfers or similar provisions in connection with the Purchaser, the Seller, EnStructure and the Parent, jointly and severally, hereby agree to indemnify the Purchaser for any loss incurred by the Purchaser resulting from the Seller’s noncompliance with any provision of any bulk sales law which is applicable to the sale transfer of the Purchased Assets pursuant to this AgreementShares and the Purchased Assets. Buyer shall not withhold any portion of the Purchase Price based on any such non-compliance.

Bulk Transfers. The Purchaser Buyer hereby waives compliance by Seller and the Seller Other Asset Sellers with the requirements provisions of any and all laws applicable Laws relating to bulk sales and bulk transfers. As consideration for such waiver by transfers or similar provisions in connection with the Purchaser, the Seller, EnStructure and the Parent, jointly and severally, hereby agree to indemnify the Purchaser for any loss incurred by the Purchaser resulting from the Seller’s noncompliance with any provision of any bulk sales law which is applicable to the sale Transfer of the Purchased Assets Shares and the Purchased Assets. Buyer shall not withhold any portion of the Purchase Price based on any such non-compliance. Except as provided in this Section 11.3, the foregoing shall not limit (a) any representations or warranties of Seller in this Agreement or (b) Buyer’s right to withhold any amount pursuant to Section 3.5 of this Agreement.

Bulk Transfers. The Purchaser hereby waives compliance by the Seller or any Other Seller with the requirements provisions of any and all laws applicable Laws relating to bulk sales and bulk transfers. As consideration for such waiver by transfers in connection with the Purchaser, the Seller, EnStructure and the Parent, jointly and severally, hereby agree to indemnify the Purchaser for any loss incurred by the Purchaser resulting from the Seller’s noncompliance with any provision of any bulk sales law which is applicable to the sale transfer of the Purchased Assets pursuant Assets. Notwithstanding any such waiver, Seller agrees to this Agreementindemnify Purchaser against all Liabilities or Purchaser Losses which any Purchaser Indemnified Party may suffer due to the failure to so comply or to provide notice required by any such Law.

Bulk Transfers. The Purchaser hereby Buyer waives compliance by the Seller with the requirements provisions of any and all applicable laws relating to bulk sales and bulk transfers. As consideration for such waiver by the Purchaser, the Seller, EnStructure transfers in connection with this sale of assets and the Parent, jointly and severally, hereby Sellers agree to indemnify the Purchaser Buyer for any loss costs incurred by the Purchaser resulting from the Seller’s Buyer related to noncompliance with any provision of any bulk sales law which is applicable to the sale transfer laws in respect of the Purchased Assets pursuant to this Agreementcontemplated transactions.