Common use of Bulk Sales Clause in Contracts

Bulk Sales. Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that any liability or obligation relating to any such non-compliance shall be deemed an Excluded Liability hereunder.

Appears in 13 contracts

Samples: Asset Purchase Agreement (Medicine Man Technologies, Inc.), Asset Purchase Agreement (Medicine Man Technologies, Inc.), Asset Purchase Agreement (Medicine Man Technologies, Inc.)

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Bulk Sales. The Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliancenoncompliance; provided provided, that subject to Section 9.02, Seller shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 9 contracts

Samples: Asset Purchase Agreement (Media General Inc), Asset Purchase Agreement (Media General Inc), Asset Purchase Agreement (Media General Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representationsrepresentation, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that any liability or obligation relating to any such non-compliance shall be deemed an Excluded Liability hereunder.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Regent Communications Inc), Asset Purchase Agreement (Entercom Communications Corp), Asset Purchase Agreement (Entercom Communications Corp)

Bulk Sales. Sellers and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that . Parent hereby agrees to indemnify, defend and hold Buyer harmless from and against any liability and all Losses arising out of or obligation relating to claims asserted against Buyer pursuant to any such non-compliance shall be deemed an Excluded Liability hereunderapplicable bulk sales law with respect to the Purchased Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)

Bulk Sales. Xxxxxxxx and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided provided, that any liability or obligation relating to any such non-compliance (other than a liability or obligation that would otherwise be an Assumed Liability hereunder) shall be deemed an Excluded Liability hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tribune Media Co)

Bulk Sales. Xxxxxxxx and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliancenoncompliance; provided provided, that any liability or obligation relating to any such non-compliance (other than a liability or obligation that would otherwise be an Assumed Liability hereunder) shall be deemed an Excluded Liability hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)

Bulk Sales. The Sellers and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that provided, however, that, subject to Section 9.02, the Sellers shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 1 contract

Samples: Option Agreement (Sinclair Broadcast Group Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliancenoncompliance; provided that provided, however, that, subject to Section 10.02, Seller shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer's right to indemnification in accordance with Article XIII.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nexstar Broadcasting Group Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that provided, Seller shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided provided, that subject to Section 9.02, Seller shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 1 contract

Samples: Asset Purchase Agreement (Media General Inc)

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Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-non- compliance; provided that provided, however, that, subject to Section 9.02, Seller shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 1 contract

Samples: Asset Purchase Agreement

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that . Seller hereby agrees to indemnify, defend and hold Buyer harmless from and against any liability and all Losses arising out of or obligation relating to claims asserted against Buyer pursuant to any such non-compliance shall be deemed an Excluded Liability hereunderapplicable bulk sales law with respect to the Purchased Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fisher Communications Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-non- compliance; provided that any liability or obligation relating to any such non-compliance shall be deemed an Excluded Liability hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representations, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliancenoncompliance; provided that provided, however, that, subject to Section 9.02, Operating Company shall be liable for any liability or obligation relating to any arising from such non-compliance shall be deemed an Excluded Liability hereundersolely in accordance with Buyer’s right to indemnification in accordance with Article XII.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)

Bulk Sales. Seller and Buyer and Seller hereby waive compliance with the provisions of any applicable bulk sales Law law and no representationsrepresentation, warranty or covenant contained in this Agreement shall be deemed to have been breached as a result of such non-compliance; provided that any liability or obligation relating to any such non-compliance shall be deemed an Excluded Liability hereundernoncompliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Emmis Communications Corp)

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