Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 6 contracts
Samples: Asset Purchase Agreement (New York State Electric & Gas Corp), Asset Purchase Agreement (Niagara Mohawk Power Corp /Ny/), Asset Purchase Agreement (Pennsylvania Electric Co)
Bulk Sales Laws. Buyer hereby acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. ; and Buyer hereby irrevocably waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Cincinnati Gas & Electric Co), Asset Purchase Agreement (Cincinnati Gas & Electric Co), Purchase and Sale Agreement (Atlantic City Electric Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 4 contracts
Samples: Closing Agreement (EnergySolutions, Inc.), Asset Sale Agreement (EnergySolutions, Inc.), Asset Purchase Agreement (Duke Energy Indiana, Inc.)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers will Seller may, in its sole discretion, not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Pennsylvania Electric Co), Purchase and Sale Agreement (Pennsylvania Electric Co), Purchase and Sale Agreement (Pennsylvania Electric Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything Notwithstanding any provision in this Agreement to the contrary, Sellers will not neither Buyer nor Seller shall have any obligation to comply with the provision provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. ; and Buyer hereby irrevocably waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 3 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Duquesne Light Holdings Inc), Purchase and Sale Agreement (Pepco Holdings Inc)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Subject to Section 8.1, Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 2 contracts
Samples: Asset Sale Agreement (CMS Energy Corp), Asset Sale Agreement (CMS Energy Corp)
Bulk Sales Laws. Buyer acknowledges Buyers hereby acknowledge that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision provisions of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer Agreement and Buyers hereby waives irrevocably waive compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 2 contracts
Samples: Purchase Agreement (Conectiv), Purchase Agreement (Conectiv)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions.. 240
Appears in 2 contracts
Samples: Asset Purchase Agreement (Illinova Corp), Asset Purchase Agreement (Illinois Power Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding --------------- anything in this Agreement to the contrary, Sellers will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 2 contracts
Samples: Asset Purchase Agreement (WPS Resources Corp), Asset Purchase Agreement (WPS Resources Corp)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, that Sellers will not comply with the provision provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
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Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything --------------- in this Agreement to the contrary, Sellers will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 1 contract
Samples: Asset Purchase Agreement (Rochester Gas & Electric Corp)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers that Seller will not comply with the provision provisions of the any bulk sales 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 hereby waives compliance harmless from and against any and all Damages incurred by Sellers with the provisions Buyer or any of its Affiliates as a result of the failure to comply with any bulk sales or transfer laws of all applicable jurisdictionswith respect to the Acquired Assets.
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Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers will may, in its sole discretion, not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding ------------------- anything in this Agreement to the contrary, Sellers will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 1 contract
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers that Seller will not comply with the provision provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
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Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this AgreementAgreement to the extent they are applicable. Buyer hereby waives compliance by Sellers Seller with the provisions of the such bulk sales laws of all applicable jurisdictionslaws; provided, however, that Seller shall fully and promptly indemnify, defend and hold Buyer harmless for any liability resulting for such failure, except to the extent that such liability has been expressly assumed by Buyer pursuant to this Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Vermont Pure Holdings LTD/De)
Bulk Sales Laws. The Buyer acknowledges that, notwithstanding anything in this Agreement to that the contrary, Sellers Seller will not comply with the provision provisions of the any bulk sales transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Seller shall indemnify and hold the Buyer hereby waives compliance by Sellers with harmless from any Losses which the provisions of Buyer may incur due to the bulk sales laws of all applicable jurisdictionsfailure to so comply.
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Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrarycontrary and except for Seller's delivery of the certificates specified in Section 3.5(l), Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictionsjurisdictions to the extent permitted by law.
Appears in 1 contract
Samples: Asset Purchase Agreement (Citizens Communications Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers will may, in their sole discretion, not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything --------------- in this Agreement to the contrary, Sellers Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers Seller with the provisions of the bulk sales laws of all applicable jurisdictions; provided, however, that Seller shall fully and promptly indemnify, defend and hold Buyer harmless.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Opta Food Ingredients Inc /De)
Bulk Sales Laws. The Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers the Seller will not comply with the provision of the bulk sales laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by Sellers the Seller with the provisions of the bulk sales laws of all applicable jurisdictions.
Appears in 1 contract
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, Sellers will not comply with the provision of the bulk sales laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Sellers with the provisions of the bulk sales laws Laws of all applicable jurisdictionsjurisdictions and shall otherwise indemnify Sellers against any Losses Sellers suffer as a result of such non-compliance.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement
Bulk Sales Laws. Buyer acknowledges that, notwithstanding anything in this Agreement to the contrary, that Sellers will not comply with the provision provisions of the any bulk sales laws of in any jurisdiction in connection with the transactions contemplated by this Agreement. Agreement and Buyer hereby waives compliance by and shall fully indemnify Sellers with the provisions of the bulk sales laws of all applicable jurisdictionsagainst any claims against Sellers arising from such non-compliance.
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