Common use of Bulk Sales or Transfer Laws Clause in Contracts

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or 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 9 contracts

Samples: Asset Purchase Agreement (Consolidated Edison Co of New York Inc), Asset Purchase and Sale Agreement (Potomac Electric Power Co), Asset Purchase and Sale Agreement (Orion Power Holdings Inc)

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Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions provision of any bulk sales or 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 8 contracts

Samples: Asset Purchase Agreement (Nv Energy, Inc.), Asset Purchase Agreement (WPS Resources Corp), Asset Purchase Agreement (WPS Resources Corp)

Bulk Sales or Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 7 contracts

Samples: Acquisition Agreement (Allegheny Energy Inc), Acquisition Agreement (Monongahela Power Co /Oh/), Asset Purchase Agreement (Indiana Energy Inc)

Bulk Sales or Transfer Laws. The Buyer acknowledges that the --------------------------- Seller will shall not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 5 contracts

Samples: Asset Sale Agreement (Sierra Pacific Power Co), Asset Sale Agreement (Sierra Pacific Power Co), Asset Sale Agreement (Sierra Pacific Power Co)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 5 contracts

Samples: Purchase and Sale Agreement (Anr Pipeline Co), Purchase and Sale Agreement (Allegheny Energy Inc), Purchase and Sale Agreement (Allegheny Energy Inc)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by Seller the Sellers with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Ameriserve Food Distribution Inc /De/), Asset Purchase Agreement (Teligent Inc), Asset Purchase Agreement (Teligent Inc)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply hereby waives compliance with the provisions of any applicable bulk sales or transfer laws of any jurisdiction in connection with law that may be applicable to 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 3 contracts

Samples: Asset Purchase Agreement (Lawson Products Inc/New/De/), Asset Purchase Agreement (Park Ohio Holdings Corp), Asset Purchase Agreement (Lawson Products Inc/New/De/)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 3 contracts

Samples: Purchase Agreement (Equitable Resources Inc /Pa/), Purchase Agreement (Williams Companies Inc), Asset Purchase Agreement (Teligent Inc)

Bulk Sales or Transfer Laws. Buyer acknowledges and Parent acknowledge that Seller will not comply with the provisions of any bulk sales or 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 3 contracts

Samples: Partnership Interests Purchase Agreement, Partnership Interests Purchase Agreement (Aquila Inc), Partnership Interests Purchase Agreement (Black Hills Corp /Sd/)

Bulk Sales or Transfer Laws. The Buyer acknowledges that Seller the Sellers will not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by Seller the Sellers with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Pg&e Corp), Sales Agreement (Orange & Rockland Utilities Inc), Asset Purchase Agreement (New England Electric System)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or 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 3 contracts

Samples: Asset Purchase Agreement (Coherus BioSciences, Inc.), Asset Purchase Agreement (Sorrento Therapeutics, Inc.), Asset Purchase Agreement (National Coal Corp)

Bulk Sales or Transfer Laws. Buyer acknowledges and Parent acknowledge that Seller will not comply with the provisions of any bulk sales or 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 3 contracts

Samples: Asset Purchase Agreement (Aquila Inc), Asset Purchase Agreement, Asset Purchase Agreement (Black Hills Corp /Sd/)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions of any bulk sales or 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. Seller agrees to pay all claims of creditors which could be asserted against Buyer because of such noncompliance. Seller indemnifies Buyer against any liability or expense, including attorneys’ fees, incurred by Buyer by reason of the failure of Seller to pay such claims.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Northwestern Corp), Purchase and Sale Agreement (Northwestern Corp)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller will not comply with the provisions provision of any bulk sales or 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. Notwithstanding anything to the contrary in this Agreement, Seller shall indemnify and hold Buyer harmless from and against any and all Losses, liabilities, Claims or expenses which shall arise against or be incurred by Buyer due to the failure of Seller and its Affiliates to comply with such requirements.

Appears in 2 contracts

Samples: Asset Sale Agreement (ITC Holdings Corp.), Asset Sale Agreement (Interstate Power & Light Co)

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Bulk Sales or Transfer Laws. Buyer acknowledges The Buyers acknowledge that the Seller Parties will not comply with the provisions provision of any bulk sales or transfer laws Laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer The Buyers hereby waives waive compliance by Seller the Sellers with the provisions of the bulk sales or transfer laws Laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cincinnati Gas & Electric Co)

Bulk Sales or Transfer Laws. The Buyer acknowledges that Seller will not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The 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: Sales Agreement (Orange & Rockland Utilities Inc)

Bulk Sales or Transfer Laws. The Buyer acknowledges that the Seller will not comply with the provisions provision of any bulk sales or transfer laws (other than Section 1141(c) of the New York State Tax Law) of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by this Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Sales Agreement (Somerset Power LLC)

Bulk Sales or Transfer Laws. The Buyer acknowledges Parties acknowledge that Seller will not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer Parties hereby waives waive compliance by Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aquila Inc)

Bulk Sales or Transfer Laws. Buyer acknowledges that Seller Sellers will not comply with the provisions of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer hereby waives compliance by Seller Sellers with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Ch Energy Group Inc)

Bulk Sales or Transfer Laws. Buyer The Purchaser acknowledges that the Seller will may not comply with the provisions of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. Buyer Without prejudice to its rights under Article X of this Agreement, the Purchaser hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gencorp Inc)

Bulk Sales or Transfer Laws. The Buyer acknowledges that the --------------------------- Seller will not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Acquisition Agreement (Allegheny Energy Inc)

Bulk Sales or Transfer Laws. The Buyer acknowledges that the Seller will shall not comply with the provisions provision of any bulk sales or transfer laws of any jurisdiction in connection with the transactions contemplated by this Agreement. The Buyer hereby waives compliance by the Seller with the provisions of the bulk sales or transfer laws of all applicable jurisdictions.

Appears in 1 contract

Samples: Asset Sale Agreement (Wisconsin Public Service Corp)

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