Waiver of Bulk Sales Compliance. Buyer waives compliance by Seller with the provisions of Section 6 of the Uniform Commercial Code (Bulk Sales Law) in each applicable jurisdiction. Seller will, indemnify and hold Buyer harmless from, against and with respect to, and shall reimburse Buyer for any and all Losses suffered or incurred by Buyer arising out of, relating to or by reason of such waiver or any noncompliance with such Laws. This indemnification shall apply to, but shall not be limited to, Losses due to any acceleration of payment with respect to any Liability or obligation of Seller assumed by Buyer hereunder, and is in addition to the indemnification provided pursuant to Section 10.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Warnaco Group Inc /De/), Asset Purchase Agreement (Iconix Brand Group, Inc.)
Waiver of Bulk Sales Compliance. Buyer waives compliance by Seller with the provisions of Section Article 6 of the Uniform Commercial Code (Bulk Sales Law) and all other Laws relating to bulk sale in each applicable jurisdiction. Seller and Principals will, jointly and severally, indemnify and hold Buyer harmless from, against and with respect to, and shall reimburse Buyer for any and all Losses suffered or incurred by Buyer arising out of, relating to or by reason of such waiver or any noncompliance with such Laws. This indemnification shall apply to, but shall not be limited to, Losses due to any acceleration of payment with respect to any Liability or obligation of Seller assumed by Buyer hereunder, and is in addition to the indemnification provided pursuant to Section 1011.
Appears in 1 contract
Samples: Asset Purchase Agreement (Iconix Brand Group, Inc.)
Waiver of Bulk Sales Compliance. Buyer waives compliance by Seller with the provisions of Section Article 6 of the Uniform Commercial Code (Bulk Sales Law) in each applicable jurisdiction. Seller will, shall comply with all other Laws relating to bulk sales and/or the sale and purchase of the Assets. Seller will indemnify and hold Buyer harmless from, against and with respect to, and shall reimburse Buyer for any and all Losses suffered or incurred by Buyer arising out of, relating to or by reason of such waiver or any noncompliance with such Laws. This indemnification shall apply to, but shall not be limited to, Losses due to any acceleration of payment with respect to any Liability or obligation of Seller assumed by Buyer hereunder, and is in addition to the indemnification provided pursuant to Section 1011.
Appears in 1 contract
Samples: Asset Purchase Agreement (Iconix Brand Group, Inc.)
