Bulk Sales Law. Buyer agrees to waive compliance by Seller with the requirements of any bulk sales or fraudulent conveyance statute, and Seller agrees to indemnify and hold Buyer harmless against any claim made against Buyer by any creditor of Seller as a result of a failure to comply with any such statute.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Commodore Media Inc), Asset Purchase Agreement (Commodore Media Inc), Asset Purchase Agreement (Capstar Broadcasting Partners Inc)
Bulk Sales Law. Buyer agrees to waive Purchaser hereby waives compliance by Seller with the requirements provisions of any all bulk sales laws, or fraudulent conveyance statuteother similar provisions, and but Seller agrees to indemnify and hold Buyer Purchaser harmless against for any claim made against Buyer by any creditor of Seller as a result of a failure to comply with any such statuteclaims arising thereunder.
Appears in 4 contracts
Samples: Agreement of Sale (Cumulus Media Inc), Agreement of Sale (Cumulus Media Inc), Agreement of Sale (Cumulus Media Inc)
Bulk Sales Law. Buyer agrees to waive hereby waives compliance by Seller seller with the requirements provisions of any bulk sales all Bulk Sales Laws, or fraudulent conveyance statuteother similar provisions, and provided, however that Seller agrees to indemnify and hold Buyer harmless against for any claim made against Buyer by any creditor of Seller as a result of a failure to comply with any such statuteclaims arising thereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Nassau Broadcasting Corp), Asset Purchase Agreement (Nassau Broadcasting Corp)
Bulk Sales Law. Buyer agrees to waive hereby waives compliance by Seller with the requirements provisions of any applicable bulk sales or fraudulent conveyance statute, law and Seller agrees to indemnify and hold Buyer harmless against any claim from all claims made against Buyer by any creditor of Seller as a result of a failure creditors with respect to comply non-compliance with any such statutebulk sales law.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Haights Cross Communications Inc), Asset Purchase Agreement (Haights Cross Communications Inc)
Bulk Sales Law. Buyer agrees to waive hereby waives compliance by Seller with the requirements provisions of any bulk sales all Bulk Sales Laws, or fraudulent conveyance statuteother similar provisions, and provided, however that Seller agrees to indemnify and hold Buyer harmless against for any claim made against claims arising thereunder, except for the Accounts Payable assumed by Buyer by any creditor of Seller as a result of a failure to comply with any such statutehereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Nassau Broadcasting Corp), Asset Purchase Agreement (Nassau Broadcasting Corp)
Bulk Sales Law. Buyer agrees to waive hereby waives compliance by Seller with the requirements of any applicable bulk sales or fraudulent conveyance statutelaw, and Seller hereby agrees to indemnify and hold harmless Buyer harmless (or any Affiliate thereof) from and against any claim made claims or liabilities asserted against Buyer (or any Affiliate thereof) by any creditor of Seller as a result or the Station by reason of a failure to comply with any such statutenoncompliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gaylord Entertainment Co)
Bulk Sales Law. Buyer agrees and Seller hereby agree to waive compliance by Seller the other with the requirements provisions of any bulk sales or fraudulent conveyance statute, and applicable Bulk Sales Law of any jurisdiction. Seller agrees to defend, indemnify and hold Buyer and the Assets harmless from and against any claim made against Buyer by any creditor of Seller claim, liability, obligation, cost and expense, including reasonable attorneys' fees, which arises from or as a result of a failure to comply with any such statutenon-compliance by the parties.
Appears in 1 contract
