Absence of Litigation. As of the Closing, no Law will have been adopted, promulgated, entered, enforced or issued by any Governmental Body, nor will any claim or cause of action be pending before any court, Governmental Body or arbitrator, which, if successful, would enjoin, restrain, or prohibit the consummation of the transactions contemplated by this Agreement or any Transaction Document; provided, however, that this condition may not be invoked by Buyer if any such claim or cause of action was initiated by or at the direction of Buyer.
Absence of Litigation. Except as disclosed in the Company’s public filings, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its subsidiaries, threatened against or affecting the Company or any of its subsidiaries, or their officers or directors in their capacity as such, that could have a material adverse effect. [Schedule 3(f)] [NTD - MAXD to complete Schedule] contains a complete list and summary description of any pending or, to the knowledge of the Company, threatened proceeding against or affecting the Company or any of its subsidiaries, without regard to whether it would have a material adverse effect. The Company and its subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.
Absence of Litigation. To the knowledge of Seller, no inquiry, action, suit or proceeding has been asserted, threatened or instituted # seeking to restrain or prohibit the carrying out of the Transactions or to challenge the validity of such Transactions or any part thereof or # as a result of which the Company would be deprived of any of the material benefits of the ownership of Seller Stock.
Absence of Litigation and Investigations. There are no Actions (other than claims under the Reinsured Policies within applicable policy limits) pending or, to the knowledge of the , threatened against the with respect to the Reinsured Policies that would reasonably be expected to have a material adverse effect on the Reinsured Policies or the ’s ability to satisfy its obligations hereunder and under the Related Agreements. There is no outstanding order, decree (including a consent decree), judgment, writ, injunction, directive, decision, award, stipulation, or ruling by or with any Governmental Entity, arbitrator or arbitration board with respect to the Reinsured Policies binding upon the , except as would not reasonably be expected to have a material adverse effect on the Reinsured Policies or the ’s ability to satisfy its obligations under this Agreement and under the Related Agreements. There is no investigation or proceeding pending or, to the knowledge of the , threatened by, any Governmental Entity, against the or any Representative thereof with respect to the Reinsured Policies, except as would not reasonably be expected to have a material adverse effect on the Reinsured Policies or the ’s ability to satisfy its obligations under this Agreement and under the Related Agreements.
Absence of Litigation and Investigations. There are no Actions pending or, to the knowledge of the , threatened against the or any Representative thereof that would reasonably be expected to have a material adverse effect on the ’s ability to satisfy its obligations under this Agreement and under the Related Agreements. There is no outstanding order, decree (including a consent decree), judgment, writ, injunction, directive, decision, stipulation or ruling by any Governmental Entity, arbitrator or arbitration board binding upon the or any Representative thereof, except as would not reasonably be expected to have a material adverse effect on the ’s ability to satisfy its obligations under this Agreement and under the Related Agreements.
Litigation. There is no action, suit, arbitration, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, other Governmental Entity, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such, which is outside of the ordinary course of business or individually or in the aggregate material to the Company or any of its Subsidiaries. No director, officer or employee of the Company or any of its subsidiaries has willfully violated 18 U.S.C. §1519 or engaged in spoliation in reasonable anticipation of litigation. Without limitation of the foregoing, there has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the SEC involving the Company, any of its Subsidiaries or any current or former director or officer of the Company or any of its Subsidiaries. The SEC has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company under the 1933 Act or the 1934 Act, including, without limitation, the Registration Statement. After reasonable inquiry of its employees, the Company is not aware of any fact which might result in or form the basis for any such action, suit, arbitration, investigation, inquiry or other proceeding. Neither the Company nor any of its Subsidiaries is subject to any order, writ, judgment, injunction, decree, determination or award of any Governmental Entity.
Litigation. There is no material legal or governmental proceeding pending, or to the knowledge of the Company, threatened, to which the Company is a party or of which the business or property of the Company is subject that is required to be disclosed and that is not so disclosed in the SEC Reports or in the supplemental written disclosure on material legal proceedings provided to the Holders. Other than the information disclosed in the SEC Reports, the Company is not subject to any injunction, judgment, decree or order of any court, regulatory body, administrative agency or other government body.
Litigation. Except as set forth in the Reports, there is no pending or, to the best knowledge of , threatened action, suit, proceeding or investigation before any court, governmental agency or body, or arbitrator having jurisdiction over , or any of its Affiliates that would affect the execution by of, or the performance by of its obligations under, the Transaction Documents. Except as disclosed in the Reports, there is no pending or, to the best knowledge of , basis for or threatened action, suit, proceeding or investigation before any court, governmental agency or body, or arbitrator having jurisdiction over , or any of its Affiliates which litigation, if adversely determined, would have a Material Adverse Effect.
Litigation. There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrower after due and diligent investigation, threatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority (including, without limitation and the SEC), by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that # purport to affect or pertain to this Agreement, any other Loan Document or # either individually or in the aggregate, if determined adversely, could reasonably be expected to have a Material Adverse Effect.
Litigation. Except as set forth on [Schedule 8.6] to the Information Certificate, # there is no investigation by any Governmental Authority pending, or to the best of any Borrower’s or Guarantor’s knowledge threatened, against or affecting any Borrower or Guarantor, or its or their assets or business and # there is no action, suit, proceeding or claim by any Person pending, or to the best of any Borrower’s or Guarantor’s knowledge threatened, against any Borrower or Guarantor or its or their assets or goodwill, or against or affecting any transactions contemplated by this Agreement, in each case, which if adversely determined against such Borrower or Guarantor has or could reasonably be expected to have a Material Adverse Effect.
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