Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 20 contracts
Samples: Asset Purchase Agreement (Surge Holdings, Inc.), Asset Purchase Agreement (Video Display Corp), Purchase Agreement (Telecommunication Systems Inc /Fa/)
Bulk Transfer Laws. The Buyer acknowledges that Seller the Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Source Information Management Co), Asset Purchase Agreement (Source Information Management Co), Purchase Agreement (College Oak Investments, Inc.)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Higher One Holdings, Inc.), Purchase and Sale Agreement (Tier Technologies Inc), Purchase and Sale Agreement (Student Advantage Inc)
Bulk Transfer Laws. Buyer Notwithstanding anything to the contrary herein, Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreementhereunder.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Terra Tech Corp.), Asset Purchase Agreement (Terra Tech Corp.), Asset Purchase Agreement (Terra Tech Corp.)
Bulk Transfer Laws. The Buyer acknowledges that Seller the Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 4 contracts
Samples: Asset Purchase and Sale Agreement (Par Technology Corp), Asset Purchase and Sale Agreement (ORBCOMM Inc.), Purchase and Sale Agreement (Analog Devices Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and hereby waives all claims related to the non-compliance therewith.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Christopher & Banks Corp), Asset Purchase Agreement (RTW Retailwinds, Inc.), Asset Purchase Agreement (RTW Retailwinds, Inc.)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Brooks Automation Inc), Asset Purchase and Sale Agreement (Openwave Systems Inc), Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller and its Affiliates will not comply with the provisions of any so-called “bulk transfer laws law” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Acquired Assets to Purchaser.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Midatech Pharma PLC), Asset Purchase Agreement (Galena Biopharma, Inc.), Asset Purchase Agreement (Galena Biopharma, Inc.)
Bulk Transfer Laws. Buyer acknowledges that Seller Asset Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Master Purchase and Sale Agreement (Varex Imaging Corp), Master Purchase and Sale Agreement (Perkinelmer Inc), Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller the Selling Parties will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and waives any remedies against the Selling Parties for noncompliance therewith.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Azur Pharma Public LTD Co), Asset Purchase Agreement (Avanir Pharmaceuticals)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 2 contracts
Samples: Asset Purchase Agreement (Valcor Inc), Asset Purchase Agreement (New England Business Service Inc)
Bulk Transfer Laws. Buyer acknowledges The Buyers acknowledge that Seller the Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Doubleclick Inc), Purchase and Sale Agreement (On Semiconductor Corp)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will does not comply with believe that the provisions of any bulk transfer laws of any jurisdiction are applicable to this transaction and will not comply with any such laws in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Administrative Services Agreement (Savvis Communications Corp), Master Establishment and Transition Agreement (Savvis Communications Corp)
Bulk Transfer Laws. Buyer Notwithstanding anything to the contrary herein, Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by hereunder. [The remainder of this Agreementpage is intentionally left blank.]
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mystic Holdings Inc./Nv), Asset Purchase Agreement (Mystic Holdings Inc./Nv)
Bulk Transfer Laws. Buyer acknowledges that Seller will shall not comply with the provisions of any bulk transfer laws laws, if any, of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aptus Corp), Asset Purchase Agreement (Aptus Corp)
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers and Buyer will not comply with the provisions of any bulk transfer laws or tax laws relating to bulk transfers of any jurisdiction in connection with the transactions contemplated by this Agreement, waives any requirement of compliance with such laws and agrees that such non-compliance does not constitute a breach of any representation, warranty or covenant of the Company contained in this Agreement notwithstanding anything stated in Section 6 hereof or any other Section of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Target Corp), Asset Purchase Agreement (May Department Stores Co)
Bulk Transfer Laws. Buyer The Purchaser acknowledges that the Seller will has not comply complied with the provisions of any “bulk transfer laws law” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Purchased Assets to the Purchaser.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ikon Office Solutions Inc), Asset Purchase Agreement (Ikon Office Solutions Inc)
Bulk Transfer Laws. The Buyer acknowledges that Seller the Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated contem plated by this the Agreement.. 9.13
Appears in 2 contracts
Samples: Asset Purchase Agreement (Associates First Capital Corp), Asset Purchase Agreement (Associates First Capital Corp)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Trinity Industries Inc), Purchase Agreement (Marathon Petroleum Corp)
Bulk Transfer Laws. Buyer acknowledges Buyers acknowledge that Seller the Asset Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and hereby waive all claims related to the non-compliance therewith.
Appears in 2 contracts
Samples: Asset and Equity Purchase Agreement (Tronox Inc), Asset and Equity Purchase Agreement (Huntsman International LLC)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction that may be applicable in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aqua Chem Inc), Asset Purchase Agreement (Aqua Chem Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Samples: Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that Seller the Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this the Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Samples: Asset Purchase Agreement
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURE PAGE IN COUNTERPARTS FOLLOWS.]
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that Seller the Company and the ------------------- Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges The Buyers acknowledge that Seller the Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Asset and Stock Purchase Agreement (Racing Champions Corp)
Bulk Transfer Laws. Buyer acknowledges and agrees that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws or tax laws relating to bulk transfers of any jurisdiction in connection with the transactions contemplated by this Agreement, waives any requirement of compliance with such laws, and agrees that such non-compliance does not constitute a breach of any representation or warranty of Seller contained in this Agreement notwithstanding anything to the contrary in Article IV.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Master Asset Purchase and Sale Agreement (InvenSense Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement., including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith. Section 5.9
Appears in 1 contract
Samples: Asset Purchase Agreement (Village Super Market Inc)
Bulk Transfer Laws. The Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Each Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Samples: Asset Purchase Agreement
Bulk Transfer Laws. The Buyer acknowledges that Seller the Sellers will not comply with the provisions of Article 6 of the Uniform Commercial Code or of any similar bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller the Sellers will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. Buyer acknowledges Buyers acknowledge that Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws of any applicable jurisdiction (similar to Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Integra Lifesciences Corp)
Bulk Transfer Laws. Buyer The Purchaser acknowledges that the Seller will and/or any Selling Entity do not intend to comply with the provisions of any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. Section 5.22
Appears in 1 contract
Samples: Share and Asset Purchase Agreement
Bulk Transfer Laws. Buyer acknowledges that neither Seller nor any of its Affiliates will not comply with the provisions of any so-called “bulk transfer laws laws” of any jurisdiction in connection with the transactions contemplated by this Agreementsale of the Purchased Assets to Buyer.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by 27 28 this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws or similar laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this Agreement.Agreement and the Related Agreements. [Signature Page Follows]
Appears in 1 contract
Samples: Asset Purchase Agreement (Huron Consulting Group Inc.)
Bulk Transfer Laws. Buyer acknowledges and agrees that Seller will not comply with the applicable provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that Seller the Asset Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 1 contract
Samples: Purchase Agreement
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions transaction contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Atlantic Express Transportation Corp)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Connecticut Light & Power Co)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. Exhibits SEPTEMBER 4, 2003
Appears in 1 contract
Samples: Asset Purchase Agreement (Baltimore Technologies PLC)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not ------------------ comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. *****
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Purchaser hereby waives compliance with such provisions.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws Laws of any applicable jurisdiction (including Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement, and Buyer hereby waives Seller’s failure to comply with such Laws.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws Laws or similar Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, including the United Nations Convention on the Sale of Goods, and each of Buyer and Seller hereby waives all claims against the other related to the non-compliance therewith.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and the Related Agreements.
Appears in 1 contract
Samples: Asset Purchase Agreement (Huron Consulting Group Inc.)
Bulk Transfer Laws. Buyer acknowledges that Seller the Company will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Buyer waives such compliance in consideration of the indemnification of Buyer by the Company and the Shareholders from and against any Loss sustained by Buyer in connection with such noncompliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Diagnostic Retrieval Systems Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this AgreementTransactions, and hereby waives all Claims related to the non-compliance therewith.
Appears in 1 contract
Samples: Asset Purchase Agreement (Mercuria Asset Holdings (Hong Kong) LTD)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. [Remainder of page intentionally left blank.]
Appears in 1 contract
Samples: Asset Purchase Agreement (Digital Data Networks Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. * * * *
Appears in 1 contract
Bulk Transfer Laws. Buyer The Purchaser acknowledges that the Seller will and/or any Selling Entity do not intend to comply with the provisions of any applicable bulk sale or bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Knight Trading Group Inc)
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Seller shall indemnify the Buyer against any Adverse Consequences which the Buyer may suffer due to the Seller's failure to comply.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer The Company acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws Laws of any applicable jurisdiction (including Article 6 of the Uniform Commercial Code) in connection with the sale of Business Assets and the other transactions contemplated by this Agreement, and Buyer hereby waives Seller’s failure to comply with such Laws; provided, however, for the avoidance of doubt, this Section 19.18 shall not relieve Seller of any of its obligations to indemnify Buyer under Article 15.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this AgreementTransactions, and hereby waives all claims related to the non-compliance therewith.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Shiloh Industries Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller Asset Sellers will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Master Purchase and Sale Agreement (Perkinelmer Inc)
Bulk Transfer Laws. Buyer The Purchaser acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. The Parent and the Buyer acknowledges acknowledge that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and the Buyer waives any recourse it may have against the Seller as a result of failure to comply with such laws.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will shall not comply with the provisions of any so-called bulk sales or transfer laws of any applicable jurisdiction (including Article 6 of the Uniform Commercial Code) in connection with the sale of Acquired Assets and the other transactions contemplated by this Agreement, and Buyer hereby waives Seller's failure to comply with such laws.
Appears in 1 contract
Samples: Asset Purchase Agreement
Bulk Transfer Laws. Buyer acknowledges that Seller the Selling Entities will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Greenbrier Companies Inc)
Bulk Transfer Laws. Buyer acknowledges that does not intend to comply with and hereby waives compliance by Seller will not comply with the provisions of any so called bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated sale of the Purchased Assets. The Principals and Seller agree to jointly and severally indemnify Buyer against all Liability, damage or expense which Buyer may suffer due to the failure to so comply or to provide notice required by this Agreementany such Law.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, and Buyer agrees that it shall not make or permit to be made any filings under or with respect to any such Laws in any jurisdiction.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Lexicon Pharmaceuticals, Inc.)
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller will not has made no efforts to comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreementherein.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply ------------------ with the provisions of any the bulk transfer laws of any jurisdiction in connection with the transactions transaction contemplated by this Agreement.
Appears in 1 contract
Bulk Transfer Laws. Buyer Purchaser acknowledges that Seller the Company will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and the Related Agreements.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Navigant Consulting Inc)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer or bulk sale laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement and the Ancillary Agreements. Seller agrees to indemnify and hold Buyer harmless from and against any and all Damages incurred by Buyer or any of its Affiliates as a result of the failure to comply with any bulk sales or transfer laws with respect to the Purchased Assets.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any the bulk transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement, but this shall not affect the obligation of the Seller for any Liabilities relating to the period prior to the Closing Date.
Appears in 1 contract
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreementherein.
Appears in 1 contract
Bulk Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. Exhibits
Appears in 1 contract
Samples: Asset Purchase Agreement (Baltimore Technologies PLC)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. * * * * *
Appears in 1 contract
Samples: Asset Purchase Agreement (Cambium Learning Group, Inc.)
Bulk Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement.. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)
Appears in 1 contract