Common use of Bulk Transfer Laws Clause in Contracts

Bulk Transfer Laws. Buyers hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated hereby.

Bulk Transfer Laws. Buyers hereby waive compliance by Sellers with the provisions of any applicable so-called bulk transfer laws including, without limitation, of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyPurchased Assets.

Bulk Transfer Laws. Buyers Buyer hereby waive waives compliance by Sellers Seller with any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions transaction contemplated herebyby this Agreement; provided, however, that the Seller hereby indemnifies the Buyer against any Losses that Buyer may incur that it would not have incurred if the Seller had complied with any such bulk sales law.

Bulk Transfer Laws. Buyers Subject to the provisions of Section 6.03 hereof, Buyer hereby waive waives compliance by Sellers Seller with any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby.

Bulk Transfer Laws. Buyers and Sellers hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be Laws applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers Buyer hereby waive waives, to the fullest extent permitted by applicable Law, compliance by Sellers Seller and its Subsidiaries with the provisions of any applicable so-called “bulk transfer laws including, without limitation, law” of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyTransferred Assets.

Bulk Transfer Laws. Buyers The Buyer and the Seller hereby waive compliance by Sellers with the provisions of any and all applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement; provided, that any liability for any claim against the Buyer based upon any such law shall constitute an Excluded Liability.

Bulk Transfer Laws. Buyers Buyer hereby waive waives, to the fullest extent permitted by applicable Law, compliance by Sellers Seller and its Affiliates with the provisions of any applicable so-called “bulk transfer laws including, without limitation, law” of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyTransferred Assets.

Bulk Transfer Laws. Buyers The Purchasers hereby waive compliance by Sellers the Seller with the provisions of any applicable bulk transfer laws including, without limitation, Laws or other similar creditor notice requirements of any jurisdiction in connection with the bulk transfer provisions sale to the Purchasers of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyAssets.

Bulk Transfer Laws. Buyers Sellers and Purchaser hereby waive compliance by Sellers with any applicable bulk transfer laws transfer, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby, provided that Sellers will, jointly and severally, indemnify and hold harmless Purchaser for any Losses incurred by Purchaser in connection with any claims by creditors of Sellers to which such bulk transfer laws apply.

Bulk Transfer Laws. Buyers The Buyer hereby waive waives compliance by Sellers the Seller with any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby. The Seller hereby agrees to indemnify the Buyer and hold it harmless from and against any loss or damage which it may incur by reason of such non-compliance.

Bulk Transfer Laws. Buyers hereby waive compliance by Sellers with the provisions of any applicable so-called bulk transfer laws including, without limitation, of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any stateContributed Assets and the Purchased Real Property. Sellers agree to indemnify Buyers against all liability, damage or any similar statute that expense which Buyers may be applicable suffer due to the sale failure to so comply or transfer of the Assets hereunder with respect to the transactions contemplated herebyprovide notice required by any such law.

Bulk Transfer Laws. Buyers The Buyer and the Seller hereby waive compliance by Sellers the Buyer and the Seller with the bulk sales law, bulk transfer law and any other similar Laws in any applicable bulk transfer laws including, without limitation, the bulk transfer provisions jurisdiction in respect of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers The Buyer and the Company hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be Laws applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers Buyer and Sellers hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be Laws applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. The Buyers hereby waive compliance by Sellers with the provisions of any applicable so called bulk transfer laws including, without limitation, of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyPurchased Assets.

Bulk Transfer Laws. The Buyers hereby waive compliance by the Sellers and their Affiliates with the provisions of any applicable so-called “bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code law” of any state, or any similar statute that may be applicable to jurisdiction in connection with the sale or transfer of the Assets hereunder and the Buyers shall indemnify the Seller Indemnified Parties with respect to the transactions contemplated herebythereto.

Bulk Transfer Laws. Buyers Seller and Buyer hereby waive compliance by Sellers with any applicable bulk transfer laws laws, including, without limitationbut not limited to, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby, provided, however, that any Losses of the Indemnified Parties arising from creditor claims against the Purchased Assets due to such noncompliance shall be indemnified by Seller pursuant to Article 6 herein.

Bulk Transfer Laws. Buyers Buyer hereby waive waives compliance by Sellers with the provisions of any applicable so-called bulk transfer laws of any jurisdiction in connection with the sale of the Business to the Buyer; provided, however, that Sellers shall continue to be and remain liable for all Excluded Liabilities, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute Taxes that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyare Excluded Liabilities.

Bulk Transfer Laws. Buyers Buyer hereby waive waives compliance by Sellers with the provisions of any applicable so called bulk transfer laws including, without limitation, of any jurisdiction in connection with the bulk transfer provisions purchase and sale of the Uniform Commercial Code of Business Assets; provided however, that in accordance with Article 12 hereof, Sellers shall indemnify and hold Buyer harmless from any state, or any similar statute that Damages which Buyer may be applicable incur due to the sale or transfer of the Assets hereunder failure to comply with respect to the transactions contemplated herebysuch laws.

Bulk Transfer Laws. Buyers The Buyer and the Seller hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be Laws applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers Buyer hereby waive waives compliance by Sellers Seller with ------------------- any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions transaction contemplated herebyby this Agreement; provided, however, that the Seller hereby indemnifies the Buyer against any Losses that Buyer may incur that it would not have incurred if the Seller had complied with any such bulk sales law.

Bulk Transfer Laws. Buyers Purchaser hereby waive waives compliance by Sellers with the provisions of any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder state in connection with respect to the transactions contemplated herebyby this Agreement; provided, however, the foregoing waiver shall not affect Purchaser's rights under the indemnification provisions of this Agreement.

Bulk Transfer Laws. Buyers Buyer and the Sellers hereby waive compliance by Buyer and the Sellers with the bulk sales law, bulk transfer law and any other similar Laws in any applicable bulk transfer laws including, without limitation, the bulk transfer provisions jurisdiction in respect of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement; it being understood that any liability arising out of or relating to such noncompliance shall constitute an Excluded Liability.

Bulk Transfer Laws. Buyers Buyer hereby waive waives, to the fullest extent permitted by applicable Law, compliance by Sellers the Company and its Affiliates with the provisions of any applicable so-called “bulk transfer laws including, without limitation, law” of any jurisdiction in connection with the bulk transfer provisions sale of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyXxxxxxxx Real Estate Assets.

Bulk Transfer Laws. Buyers Purchaser hereby waive waives compliance by Sellers Seller with any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions transaction contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers The Buyer and the Seller hereby waive compliance by Sellers with any applicable bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers Seller and Buyer hereby waive compliance by Sellers ------------------ with any applicable bulk transfer laws laws, including, without limitationbut not limited to, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby.

Bulk Transfer Laws. Buyers The Buyer hereby waive waives compliance by Sellers the Seller with any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions contemplated hereby.

Bulk Transfer Laws. Buyers Buyer and the Sellers hereby waive compliance by Sellers with the provisions of any applicable so-called bulk transfer laws including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder jurisdiction ("Bulk Sales Law") in connection with respect to the transactions contemplated herebyby this Agreement.

Bulk Transfer Laws. Buyers Buyer and Sellers hereby waive compliance by Buyer and Sellers with the bulk sales law, bulk transfer law and any other similar Laws in any applicable bulk transfer laws including, without limitation, the bulk transfer provisions jurisdiction in respect of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder with respect to the transactions contemplated herebyby this Agreement, it being understood that any liability arising out of or relating to such noncompliance shall constitute an Excluded Liability.

Bulk Transfer Laws. Buyers Buyer hereby waive waives compliance by Sellers Seller with ------------------ any applicable bulk transfer laws laws, including, without limitation, the bulk transfer provisions of the Uniform Commercial Code of any state, or any similar statute that may be applicable to the sale or transfer of the Assets hereunder statute, with respect to the transactions transaction contemplated herebyby this Agreement; provided, however, that the Seller hereby indemnifies the Buyer against any Losses that Buyer may incur that it would not have incurred if the Seller had complied with any such bulk sales law.