Waiver of Bulk Sales Law Compliance. Purchaser hereby waives compliance by Seller with the requirements, if any, of Article 6 of the Uniform Commercial Code as in force in any state in which the Assets are located and all other similar laws applicable to bulk sales and transfers.
Waiver of Bulk Sales Law Compliance. Buyer hereby waives compliance by Seller with the requirements, if any, of Article 6 of the Uniform Commercial Code as in force in any state in which Assets are located and all other similar Requirements of Law applicable to bulk sales and transfers, to the extent applicable to the Transactions.
Waiver of Bulk Sales Law Compliance. Buyer hereby waives compliance by NEC with the requirements, if any, of Article 6 of the Uniform Commercial Code as in force in any state in which Assets are located and all other similar Requirements of Law applicable to bulk sales and transfers, to the extent applicable to the Transactions. MagneTek shall indemnify Buyer in connection with the foregoing matters pursuant to Section 10.1(c) hereof.
Waiver of Bulk Sales Law Compliance. Purchaser hereby waives compliance by Seller with the provisions of any applicable bulk sales or transfer law and agrees that none of the proceeds of the sale of the Assets will be applied as required by such law, but will be paid to Seller as herein provided. Seller hereby agrees to pay any creditors of Seller such amounts as are due and applicable to such creditors as a result of such noncompliance with such law, except for the Assumed Liabilities being assumed by Purchaser.
Waiver of Bulk Sales Law Compliance. Compliance with the bulk sales laws of the State of Virginia and in any other jurisdiction where Seller conducts its business is hereby waived by Purchaser, and Seller and the Shareholders hereby jointly and severally agree to defend, indemnify and hold harmless Purchaser and its affiliates from and against any claims by any person arising out of or due to the failure to comply with such bulk sales laws, including, without limitation, any claims by any Person against all or any part of the Purchased Assets.
Waiver of Bulk Sales Law Compliance. 36 7.7...... Xxxx-Xxxxx-Xxxxxx Act Filings............................................................................................ 37 ARTICLE 8 CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SELLERS
Waiver of Bulk Sales Law Compliance. The Purchasers hereby waive compliance by the Sellers with the requirements, if any, of Article 6 of the Uniform Commercial Code as in force in any state in which the Acquired Assets are located and all other similar laws applicable to bulk sales and transfers. Notwithstanding the foregoing, the Sellers shall notify the Illinois Department of Revenue and Chicago Department of Revenue of the transaction, as applicable, and obtain a receipt or confirmation showing that the Taxes have been paid or that no taxes are due.
Waiver of Bulk Sales Law Compliance. Buyer hereby waives compliance by Seller with the requirements, if any, of Article 6 of the Uniform Commercial Code as in force in any state of the United States in which Assets are located and all other similar Requirements of Law applicable to bulk sales and transfers, to the extent applicable to the Transactions. Seller agrees to indemnify and hold Buyer harmless from and against any and all liability or claims arising out of such waiver, upon receipt of written notice from Buyer of the existence thereof with respect to an Excluded Liability, which indemnification shall be without limitation as to time or amount of claim.
Waiver of Bulk Sales Law Compliance. The Parties hereby waive compliance with the provisions of any bulk sales, bulk transfer or similar laws of any jurisdiction that may otherwise be applicable with respect to the sale of any or all of the Purchased Assets to Buyer; it being understood that any liabilities arising out of the failure of Seller to comply with the requirements and provisions of any bulk sales, bulk transfer or similar laws of any jurisdiction which would not otherwise constitute Assumed Liabilities shall be treated as Excluded Liabilities.
Waiver of Bulk Sales Law Compliance. Compliance with the bulk sales laws in any jurisdiction where Seller conducts its business applicable to the purchase and sale of the Transferred Assets (if any) is hereby waived by Purchaser, and Seller hereby agrees to defend, indemnify and hold harmless Purchaser and its affiliates from and against any claims by any person arising out of or due to the failure to comply with such bulk sales laws, including, without limitation, any claims by any person against all or any part of the Transferred Assets. The obligations of Seller under this paragraph shall not be subject to any limitations set forth in Section 9.1(a) or Section 10.1 of this Agreement, which shall not apply to the obligations of Seller under this paragraph.
