Common use of Absence of Certain Proceedings Clause in Contracts

Absence of Certain Proceedings. There is no action, suit or proceeding, before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the Company, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the properties, business, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby or which would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. The Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SEC; and to the best of the Company's knowledge there is not pending or contemplated and has not been any investigation by the SEC of the Company or any director or officer of the Company.

Absence of Certain Proceedings. There is no action, suit or proceeding, before or by any court, public board or body or governmental agency (an "Action") pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the Company, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the properties, business, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby or which would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. Neither the Company nor any director or officer thereof is or has been the subject of any Action involving (i) a claim of violation of or liability under federal or state securities laws or (ii) a claim of breach of fiduciary duty. The Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SEC; and to the best of the Company's knowledge there is not pending or contemplated and has not been any investigation by the SEC of the Company or any director or officer of the Company.

Absence of Certain Proceedings. There Except as described in the SEC Reports or in the Disclosure Statement, there is no action, suit or suit, proceeding, before or by any court, public board or body or governmental agency pending inquiry or, to the knowledge of the CompanyCompany or any Subsidiary, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the CompanyCompany or any Subsidiary, in any such case wherein an unfavorable decision, ruling or finding would could have a material adverse effect on the business, properties, businessoperations, condition (financial or other), results of operations or or, to the best of the Company's knowledge after due inquiry, prospects of the Company and the Subsidiaries taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby Transaction Documents or which would could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. The the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SECSEC Effective Date; and to the best of the Company's knowledge there is not pending or contemplated contemplated, and there has not been any no, investigation by the SEC of involving the Company or any director or officer of the Company.

Absence of Certain Proceedings. There Except as described in the SEC Reports, there is no action, suit or proceeding, before or by any court, public board or body or governmental agency action pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the Company, in any such case wherein an unfavorable decision, ruling or finding would likely to have a material adverse effect on the business, properties, business, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby or which would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents; neither the Company nor any director or officer thereof is or has been the subject of any action involving (i) a claim of violation of or liability under federal or state securities laws or (ii) a claim of breach of fiduciary duty. The Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SEC; and to there has not been, and the best Company has not been notified of the Company's knowledge there is not any pending or contemplated and has not been any investigation by the SEC of involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. There Except as described in the SEC Reports, there is no action, suit or proceeding, before or by any court, public board or body or governmental agency Action pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the Company, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, business, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby or which would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. The ; the Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SEC; and there has not been, and to the best of the Company's knowledge there is not pending or contemplated and has not been contemplated, any investigation by the SEC of involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. There Except as disclosed in the SEC Reports, there is no action, suit or suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency pending or, to the knowledge of the CompanyCompany or any Subsidiary, threatened against or affecting the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the CompanySubsidiary, in any such case wherein an unfavorable decision, ruling or finding is reasonably likely and would reasonably be expected to have a material adverse effect on the business, properties, businessoperations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole whole, or the transactions contemplated by this Agreement or any of the documents contemplated hereby Transaction Documents or which would could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. The the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and and, to the best of the Company's knowledge knowledge, no such request will be made by the Company prior to the time SEC Effective Date for the Warrant Share Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SECStatement; and to the best of the Company's knowledge there is not pending or contemplated any, and there has not been any no, investigation by the SEC of involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. There Except as described in the SEC Reports, there is no action, suit or suit, proceeding, before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against or, to the knowledge of the Company, in any such case threatened against or affecting the Company wherein an unfavorable decision, ruling or finding would could have a material adverse effect on the business, properties, businessoperations, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement Agreement, the Security Agreement, the Note, the Final Maturity Note or any of the documents contemplated hereby thereby or which would could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement Agreement, the Security Agreement, the Note, the Final Maturity Note or any of such other documents. The ; the Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SECSEC Effective Date; and to the best of the Company's knowledge there is not pending or contemplated contemplated, and there has not been any no, investigation by the SEC of involving the Company or any director or officer of the Company.

Absence of Certain Proceedings. There Except as described in the SEC Reports, there is no action, suit or proceeding, before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company, threatened against the Company and, to the knowledge of the Company, there is no inquiry or investigation before or by any court, public board or body or governmental agency pending or threatened against the Company, in any such case wherein an unfavorable decision, ruling or finding would could have a material adverse effect on the business, properties, businessoperations, condition (financial or other), results of operations or prospects of the Company taken as a whole or the transactions contemplated by this Agreement or any of the documents contemplated hereby Transaction Documents or which would could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents. The the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and to the best of the Company's knowledge no such request will be made by the Company prior to the time the Registration Statement relating to the Common Shares which is contemplated by the Registration Rights Section 8 of this Agreement is first ordered effective by the SEC; and to the best of the Company's knowledge there is not pending or contemplated contemplated, and there has not been any no, investigation by the SEC of involving the Company or any current or former director or officer of the Company.