WAIVER OF BULK TRANSFER COMPLIANCE. 11 4.12 LEASE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 4.13
WAIVER OF BULK TRANSFER COMPLIANCE. Pentegra, Shareholders and Company hereby waive any compliance with the applicable state Bulk Transfers Act, if any. Company and Shareholders covenant and agree that all of the creditors with respect to the Business and the Assets will be paid in full by Company prior to the Closing Date, except to extent that any liability to such creditors is assumed by Pentegra pursuant to this Agreement. If required by Pentegra, Company and Shareholders shall furnish Pentegra with proof of payment of all creditors with respect to the Business and the Assets. Notwithstanding the foregoing, Company and Shareholders may dispute the validity or amount of any such creditor's claim without being deemed to be in violation of this SECTION 4.11, provided that such dispute is in good faith and does not unreasonably delay the resolution of the claim and provided, further that Company and Shareholders agree to indemnify and bond Pentegra for such amounts as is satisfactory to Pentegra.
WAIVER OF BULK TRANSFER COMPLIANCE. Pentegra and Dentist hereby waive any compliance with the applicable state Bulk Transfers Act, if any. Dentist covenants and agrees that all of the creditors with respect to the Business and the Assets will be paid in full by Dentist prior to the Closing Date, except to extent that any liability to such creditors is assumed by Pentegra pursuant to this Agreement. If required by Pentegra, Dentist shall furnish Pentegra with proof of payment of all creditors with respect to the Business and the Assets. Notwithstanding the foregoing, Dentist may dispute the validity or amount of any such creditor's claim without being deemed to be in violation of this SECTION 4.11, provided that such dispute is in good faith and does not unreasonably delay the resolution of the claim and provided, further that Dentist agrees to indemnify and bond Pentegra for such amounts as is satisfactory to Pentegra.
WAIVER OF BULK TRANSFER COMPLIANCE. Seller, the Shareholders and PSC hereby waive any compliance with the Georgia Bulk Transfers Act. Seller and the Shareholders jointly and severally represent, covenant and agree that all of the creditors with respect to the Business will be paid in full by the Seller prior to the Closing Date, or within such other period as is normally permitted by such creditors in the ordinary course of business, except to the extent that any liability to such creditors is assumed by PSC pursuant to this Agreement. If required by PSC, the Seller and the Shareholders shall furnish PSC with proof of payment of all creditors with respect to the Business. Notwithstanding the foregoing, the Seller may dispute the amount of validity of any such creditor's claim without being deemed to be in violation of this Section 7.5, provided that such dispute is in good faith and does not unreasonably delay the resolution of the claim.
WAIVER OF BULK TRANSFER COMPLIANCE. Pentegra, Partners and Contributor hereby waive any compliance with the applicable state Bulk Transfers Act, if any. Contributor and Partners covenant and agree that all of the creditors with respect to the Business and the Assets will be paid in full by Contributor prior to the Closing Date, except to extent that any liability to such creditors is assumed by Pentegra pursuant to this Agreement. If required by Pentegra, Contributor and Partners shall furnish Pentegra with proof of payment of all creditors with respect to the Business and the Assets. Notwithstanding the foregoing, Contributor and Partners may dispute the validity or amount of any such creditor's claim without being deemed to be in violation of this SECTION 4.11, provided that such dispute is in good faith and does not unreasonably delay the resolution of the claim and provided, further that Contributor and Partners agree to indemnify and bond Pentegra for such amounts as is satisfactory to Pentegra.
WAIVER OF BULK TRANSFER COMPLIANCE. Buyer hereby waives compliance with the provisions of any applicable Bulk Sales Act under the Uniform Commercial Code in effect in any jurisdiction (the “Bulk Sales Laws”), to the extent applicable to the Transaction (other than any obligations with respect to the application of the proceeds therefrom).
WAIVER OF BULK TRANSFER COMPLIANCE. 10 4.12 LEASE.............................................................. 10 4.13
WAIVER OF BULK TRANSFER COMPLIANCE. Seller and Purchaser agree to waive compliance with the provisions of any applicable bulk sales or transfer act; provided, however, that Seller agrees to indemnify and hold Purchaser harmless for, against and in respect of any and all claims made or assessed against Purchaser on the grounds that Seller has made a bulk sale or transfer to Purchaser to which the Illinois Uniform Commercial Code article on Bulk Transfers applies.
WAIVER OF BULK TRANSFER COMPLIANCE. Seller and Purchaser hereby ---------------------------------- waive any compliance with the Bulk Transfers Acts of any states in which the Assets are located. Seller covenants and agrees that all of the creditors with respect to the Business and the Assets will be paid in full by Seller prior to the Closing Date, except to extent that any liability to such creditors is assumed by Purchaser pursuant to this Agreement. If required by Purchaser, Seller shall furnish Purchaser with proof of payment of all creditors with respect to the Business and the Assets. Notwithstanding the foregoing, Seller may dispute the validity or amount of any such creditor's claim without being deemed to be in violation of this Section 14.18, provided that such dispute is ------------- in good faith and does not unreasonably delay the resolution of the claim.
WAIVER OF BULK TRANSFER COMPLIANCE. 11 4.12 [INTENTIONALLY DELETED] . . . . . . . . . . . . . . . . 11 4.13
