Litigation. There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Loan Parties after due and diligent investigation, threatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against any Loan Party or any Restricted Subsidiary or against any of their properties or revenues that # purport to affect or pertain to this Agreement, any other Loan Document or the consummation of the transactions contemplated by this Agreement or any other Loan Document, or # except as specifically disclosed on [Schedule 6.06] (the “Disclosed Litigation”), either individually or in the aggregate, if determined adversely, could reasonably be expected to have a Material Adverse Effect.

Litigation. Except as disclosed the SEC Reports or on [Schedule 3.1(j)], there is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an “Action”) which # adversely affects or challenges the legality, validity or enforceability of this Agreement or the Securities or # would, if there were an unfavorable decision, have or reasonably be expected to result in a Material Adverse Effect. Neither the Company nor any Subsidiary, nor any director or officer (in his or her capacity as such) thereof, is or has been the subject of any Action involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. There has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the Commission involving the Company or any current or former director or officer (in his or her capacity as such). of the Company. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the Exchange Act or the Securities Act.

Litigation. Purchaser is aware of the existing suit on appeal between Company and Richard Pomije, and is fully and duly informed. There is no other pending action, suit, proceeding, arbitration, mediation, complaint, claim, charge or investigation before any court, arbitrator, mediator or governmental body or, to the Company’s knowledge, currently threatened in writing # against the Company or # against any consultant, officer, director or key employee of the Company arising out of his or her consulting, employment or board relationship with the Company or that could otherwise materially impact the Company.

Litigation. There are no pending or, or to the knowledge of Seller, threatened actions or proceedings against Seller before any court, administrative agency or tribunal which, if determined adversely to Seller, would prohibit or materially adversely affect the ability of Seller to perform its obligations under this Agreement or the Seller Agreements;

Litigation. In connection with any litigation arising out of this Agreement, the prevailing party shall be entitled to recover all costs incurred, including reasonable attorney's fees. The parties each waive trial by jury in any legal action between the parties arising out of this Agreement. Monroe County, New York shall be the forum for any litigation arising from this Agreement.

Litigation. Except as set forth in [Schedule 2.11] of the Company Schedules, there are no claims, suits, actions or proceedings pending or, to the Company’s knowledge, threatened against the Company or any of its Subsidiaries before any court, governmental department, commission, agency, instrumentality or authority, or any arbitrator, in each case that would, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect.

Litigation. Except as set forth in [Schedule 3.10] of the BRPA Schedules, there are no, and have never been any, claims, suits, actions or proceedings pending or, to BRPA’s knowledge, threatened against BRPA or Merger Sub before any court, governmental department, commission, agency, instrumentality or authority, or any arbitrator.

Litigation. There are no actions, suits or proceedings at law or in equity or as arbitration or mediation proceedings, whether by or before any Governmental Authority or other agency, now pending or (to ​’s knowledge) threatened in writing against or affecting ​, any ​ Party or the Property, which actions, suits or proceedings, if determined against such Person or the Property, could reasonably be expected to materially adversely affect # ​’s title to the Property, # the validity or enforceability of the Loan Documents, # ​’s ability to perform under the Loan Documents, # Guarantor’s ability to perform under the Guaranty and Environmental Indemnity, # the principal benefit of the security intended to be provided by the Loan Documents, # the condition, operation, value, ownership or use of the Property, or # the current ability of the Property to generate net cash flow sufficient to service the Loan or # the condition (financial or otherwise) or business of ​ or any ​ Party.

Litigation. Any and all differences, controversies, claims or disputes of any nature whatsoever arising out of or relating to this Agreement, including the interpretation, application, execution, breach, termination or invalidity thereof (each, a “Dispute”), if not resolved through negotiations or voluntary mediation, must be resolved through litigation.

Litigation. There are no, and since the date of the Company’s incorporation, there have not been any, Actions or Proceedings pending or, to the Company’s knowledge, threatened, against or affecting the Company (or pending or, to the Company’s knowledge, threatened against or affecting any of the officers, directors or employees of the Company with respect to the Business), or pending or threatened by the Company against any third-party, at law or in equity, or before or by any Governmental or Regulatory Authority (including Actions or Proceedings with respect to the transactions contemplated by the Transaction Documents), and, to the Company’s knowledge, there is no valid basis for any of the foregoing. To the Company’s knowledge, the Company is not the subject of any governmental investigation or inquiry and, to the Company’s knowledge, there is no valid basis for any of the foregoing. The Company is not subject to any judgment, order or decree of any court or other Governmental or Regulatory Authority.