Litigation. There is no Action pending or, to the Knowledge of the Buyer Parties, threatened, nor any Order of any Governmental Authority is outstanding, against or involving Parent, Buyer, or any of their respective officers, directors, stockholders, properties, assets or businesses, whether at law or in equity, before or by any Governmental Authority, which would reasonably be expected to have a Buyer Party Material Adverse Effect.

Litigation. There is no Actionneither pending or,nor, to the Knowledge ofBuyer’s knowledge, threatened any legal or governmental action, suit, investigation, proceeding or claim, to which the Buyer Parties, threatened, noris or may be named as a party by or before any Order of any Governmental Authority is outstanding, againstcourt, governmental or involving Parent, Buyer, or any of their respective officers, directors, stockholders, properties, assets or businesses, whether at law or in equity, beforeregulatory authority or by any Governmental Authority, which wouldthird party that is reasonably be expectedlikely to have a Buyer Partyan “Buyer Material Adverse Effect.Effect”. The Buyer is not a party or subject to the provisions of any material injunction, judgment, decree, or order of any court, regulatory body, administrative agency or other governmental body. For purposes of this Agreement, “Buyer’s knowledge” or “known to Buyer” means knowledge of any of the officers, directors or senior management of the Buyer.

Section # Litigation. There is no Action pending or, to the Knowledge of the Buyer Parties, threatened, nor any Order ofNo action, suit, proceeding or investigation before any Governmental Authority is outstanding,pending, or, to the knowledge of Buyer, threatened, against or involving Parent, Buyer, or any of their respective officers, directors, stockholders, properties, assets or businesses, whether at lawBuyer that, individually or in equity, before or by any Governmental Authority, whichthe aggregate, would reasonably be expected to haveresult in a Buyer Party Material Adverse Effect.

Section # Litigation. There is no Action pending or, to the Knowledgeknowledge of the Buyer Parties, threatened, norCompany and Seller, threatened against the Company that relates to the Company, its assets or its business, and to the knowledge of the Company and Seller, there is no reasonable basis for any Ordersuch Action. There are no judgments, decrees, agreements, memoranda of understanding or orders of any Governmental Authority is outstanding,outstanding against or involving Parent, Buyer, or any of their respective officers, directors, stockholders, properties, assets or businesses, whether at law or in equity, before or by any Governmental Authority, which would reasonably be expected to have a Buyer Party Material Adverse Effect.the Company.