Common use of Bulk Sales Act Compliance Clause in Contracts

Bulk Sales Act Compliance. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk transfer laws. Seller and the Stockholders, jointly and severally, shall forever indemnify and hold harmless Buyer against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, which Buyer may suffer as a result of claims asserted by third parties against Buyer due to any noncompliance by Seller and Buyer with applicable bulk transfer and tax laws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Young Innovations Inc)

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Bulk Sales Act Compliance. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk transfer laws. Seller and the Stockholders, jointly and severally, shall forever indemnify and hold harmless Buyer against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, which Buyer may suffer as a result of claims asserted by third parties against Buyer due to any noncompliance by Seller and Buyer with applicable bulk transfer and tax laws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pro Dex Inc)

Bulk Sales Act Compliance. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk transfer laws. Seller and the Stockholders, jointly and severally, shall forever indemnify and hold harmless Buyer against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, Losses which Buyer may suffer as a result of claims asserted by third parties against Buyer due to any noncompliance by Seller and Buyer with applicable bulk transfer and tax laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Media Inc)

Bulk Sales Act Compliance. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk transfer laws. Seller and the Stockholders, jointly and severally, shall forever indemnify and hold harmless Buyer against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, which Buyer may suffer as a result of claims asserted by third parties against Buyer due to any noncompliance by Seller and Buyer with applicable bulk transfer and tax lawsLaws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Delsite, Inc.)

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Bulk Sales Act Compliance. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk transfer laws. Seller Seller, the Stockholders and the StockholdersBeneficiary, jointly and severally, shall forever indemnify and hold harmless Buyer against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, which Buyer may suffer as a result of claims asserted by third parties against Buyer due to any noncompliance by Seller and Buyer with applicable bulk transfer and tax laws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Young Innovations Inc)

Bulk Sales Act Compliance. Buyer Buyers and Seller each of Sellers hereby waive compliance with the provisions of any applicable bulk transfer lawsLaws. Seller and the StockholdersExcept with respect to Assumed Liabilities, jointly and severally, each of Sellers shall forever indemnify and hold harmless Buyer Buyers against any and all expense, loss, damage or liability, including reasonable attorneys fees and court costs, which Buyer Buyers may suffer as a result of claims asserted by third parties against Buyer Buyers due to any noncompliance by Seller any of Sellers and Buyer Buyers with applicable bulk transfer and tax lawsLaws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Young Innovations Inc)

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