Claims Affecting the Sale. Except as disclosed on Schedule C, to Seller’s knowledge there is no suit, action, claim, investigation or inquiry by any person or entity or by any administrative agency or governmental body and no legal, administrative or arbitration proceeding pending, or to Seller’s knowledge, threatened against Seller or any Affiliate of Seller which has affected or could affect Seller’s ability to consummate the transactions contemplated by this Agreement. In this Agreement, “
Claims Affecting the Sale. Except as disclosed on Schedule 4.4, to Seller’s Knowledge there is no suit, action, claim, investigation or inquiry by any person or
Claims Affecting the Sale. There is no suit, action, claim, notice of violation, investigation or inquiry either pending or, to Seller’s Knowledge threatened, by any person or entity or by any administrative agency or governmental body and no legal, administrative or arbitration proceeding pending or threatened against Seller or any Affiliate of Seller which has affected or could affect Seller’s ability to execute and deliver this Agreement or to consummate the transactions contemplated by this Agreement. In this Agreement, “Affiliate” means any person or entity which controls, is controlled by or is under common control with, the subject person or entity with the terms “control,” “controlled by” and “under common control” meaning the possession, directly or indirectly, of the power to direct or cause the direction of management or policies (whether through ownership of securities or any partnership or other ownership interest, by contract or otherwise) of a person. For the purposes of the preceding sentence, control shall be deemed to exist when a person possesses, directly or indirectly, through one or more intermediaries (i) in the case of a corporation, more than 50% of the outstanding voting securities thereof; (ii) in the case of a limited liability company, partnership, limited partnership or venture, the right to more than 50% of the distributions therefrom (including liquidating distributions); or (iii) in the case of any other person, more than 50% of the economic or beneficial interest therein.
