Adverse Claims, Litigation and Proceedings. There are no material actions, claims, suits, investigations, arbitrations or other proceedings pending against any of the BCR Entities or, to the knowledge of the BCR Entities, any of the Service Companies, Property Owners or Operating Properties other than those (i) described in the letter attached hereto as Schedule 7.2(o) or (ii) as have been disclosed by FCEI to employees of the BCR Entities in periodic litigation summaries. To the knowledge of the BCR Entities, no material actions, claims, suits, investigations, arbitrations or other proceedings are threatened against any of the BCR Entities, Service Companies, Property Owners or Operating Properties other than those, if any, (x) described in the letter attached hereto as Schedule 7.2(o) or (y) as have been disclosed by FCEI to employees of the BCR Entities in periodic litigation summaries.
Adverse Claims, Litigation and Proceedings. Except as shown on Exhibit 3.14, Seller knows of no material claims by creditors or other parties against Seller, actual or contingent, direct or indirect, liquidated or unliquidated, or otherwise affecting Seller, at law or in equity, or before or by any governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, or before any arbitrator of any kind, which involve the possibility of any judgment or liability not fully covered by casualty or liability insurance or for which provision for payment has not been made or which would impose any liability on Buyer or the Facility. Seller is not in default with respect to any judgment, order, writ, injunction, decree, award, rule or regulation of any court, arbitration or governmental department, commission, board, bureau, agency or instrumentality. Seller is not aware of any pending or potential condemnation action with respect to the property to be transferred hereby. Seller acknowledges that Buyer shall not be obligated for any liabilities or obligations of Seller of any kind or nature in connection with this Agreement, whether absolute, accrued, contingent, known, unknown or otherwise, except for liabilities of Seller which Buyer has expressly agreed to assume as provided herein and Seller hereby indemnifies and holds Buyer harmless from any such liabilities not so assumed.
Adverse Claims, Litigation and Proceedings. Except as set forth on any disclosure schedules heretofore delivered to the Buyer, there are, to Seller's knowledge, no actions, claims, suits, investigations, arbitrations or other proceedings pending or threatened against or affecting WellsPark Group, the Management Business, Seller or any of the Assets other than those which, individually or in the aggregate with other such actions, claims, suits, investigations and proceedings not disclosed, would not have a Seller Material Adverse Effect. Seller has received no written notice that it is (i) in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any other property is bound, (ii) in violation of any order of any Governmental Authority, or (iii) in violation of any law which could reasonably be expected to (A) adversely affect the legality, validity or enforceability of the documents relating to the Transaction, or (B) adversely impair Seller's ability or obligation to perform fully on a timely basis any obligation which it has under the documents relating to the Transaction.
Adverse Claims, Litigation and Proceedings. Except as set forth on Schedule 8.2(c) hereto or on any other disclosure schedules heretofore delivered to the Operating Partnership, there are, to JRI's knowledge, no actions, claims, suits, investigations, arbitrations or other proceedings pending or threatened against or affecting any of the Xxxxxx Parties, the Property Owners, Weston Management or any of the Properties other than those which, individually or in the aggregate with other such actions, claims, suits, investigations and proceedings not disclosed, would not impair or interfere in any material respect with the consummation of the transactions contemplated herein or have a Property Material Adverse Effect. JRI has received no written notice that it is (i) in default under or in violation of any indenture, loan or credit agreement or any other agreement or instrument to which it or any Property Owner is a party or by which it, any Property Owner or any Property is bound, (ii) in violation of any order of any Governmental Authority, or (iii) in violation of any law which could reasonably be expected to (A) adversely affect the legality, validity or enforceability of the documents relating to the transactions contemplated herein, or (B) adversely impair any of the Xxxxxx Parties' ability or obligation to perform fully on a timely basis any obligation which it has under the documents relating to the transactions contemplated herein. To JRI's knowledge, (x) none of the Property Owners is in breach of, or default under, any indenture, loan or credit agreement or any other material agreement or instrument to which such Property Owner is a party or by which it or its respective Property is bound and (y) no event has occurred that, with the giving of notice or the passage of time, or both, would constitute a default under any such agreement or instrument.
