Common use of Bulk Sales Compliance Clause in Contracts

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law of any state, and Seller warrants and agrees to pay and discharge when due all claims of creditors which could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreement. Seller indemnifies and agrees to hold Purchaser harmless from, against and in respect of (and shall on demand reimburse Purchaser for) any loss, liability, cost or expense, including, without limitation, attorneys' fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law bulk sales laws of any state, and Seller warrants and agrees to pay and discharge when due all claims of creditors which that could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by 62 Purchaser under this Agreementpursuant to the Liabilities Undertaking described in Article 2.0 hereof. Seller indemnifies and hereby agrees to indemnify and hold Purchaser harmless from, against and in respect of (and shall on demand reimburse Purchaser for) any loss, liability, cost or expense, including, including without limitation, limitation attorneys' fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge any such claimsclaim.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law any applicable bulk sales statutes of any state, and Seller warrants and agrees to pay and discharge when due all claims of creditors which could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreement. Seller indemnifies and agrees the Shareholder, jointly and severally, hereby indemnify and agree to hold Purchaser harmless from, against and in respect of (and shall on demand reimburse Purchaser for) for any loss, liability, liability cost or expense, including, including without limitation, attorneys' fees, fees suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law of any stateapplicable bulk sales laws, and Seller warrants and agrees to pay and discharge when due all claims of creditors creditors, taxes, fines, penalties and other liabilities which could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreementcompliance. Seller hereby indemnifies and agrees to hold holds Purchaser harmless from, against and in respect of (and shall on demand from Purchaser reimburse Purchaser for) any loss, liability, cost or expense, including, without limitation, attorneys' attorney's fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims, taxes, fines, penalties or other liabilities.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law of any state, and Seller warrants and agrees to pay and discharge when due all claims of creditors which could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreement. Seller hereby indemnifies and agrees to hold Purchaser harmless from, against and in respect of (and shall on demand reimburse Purchaser for) any loss, liability, cost or expense, including, without limitation, attorneys' fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law of any stateapplicable bulk sales laws, and Seller warrants and agrees to pay and discharge when due all claims of creditors creditors, taxes, fines, penalties and other liabilities which could be asserted against Purchaser by reason of such non-compliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreementcompliance. Seller hereby indemnifies and agrees to hold holds Purchaser harmless from, against and in an din respect of (and shall on demand from Purchaser reimburse Purchaser for) any loss, liability, cost or expense, including, without limitation, attorneys' attorney's fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims, taxes, fines, penalties or other liabilities.

Bulk Sales Compliance. Purchaser hereby waives compliance by Seller with the provisions of the Bulk Sales Law of any state, and Seller warrants and agrees to pay and discharge when due all claims of creditors which could be asserted against Purchaser by reason of such non-compliance noncompliance to the extent that such liabilities are not specifically assumed by Purchaser under this Agreement. Seller hereby indemnifies and agrees to hold Purchaser harmless from, against and in respect of (and shall on demand reimburse Purchaser for) any loss, liability, cost or expense, including, without limitation, attorneys' fees, suffered or incurred by Purchaser by reason of the failure of Seller to pay or discharge such claims.