Claims; Orders. There is no Claim pending (or, to the actual knowledge of the Company, being threatened) against the Company that materially and adversely affects, or could reasonably be expected to materially and adversely affect, the Company’s ability to perform any of its covenants and agreements under this Agreement. There is no judgment or order of a Governmental Entity to which the Company is subject that materially and adversely affects, or could reasonably be expected to materially and adversely affect, the Company’s ability to perform any of its covenants and agreements under this Agreement.
Claims; Orders. There is no Claim pending (or, to the actual knowledge of SunEdison or Stockholder, being threatened) against SunEdison or Stockholder that materially and adversely affects, or could reasonably be expected to materially and adversely affect, SunEdison’s and Stockholder’s ability to perform any of its covenants and agreements under this Agreement. There is no judgment or order of a Governmental Entity to which SunEdison or Stockholder is subject that materially and adversely affects, or could reasonably be expected to materially and adversely affect, SunEdison’s or Stockholder’s ability to perform any of its covenants and agreements under this Agreement.
Claims; Orders. There is no material Claim pending (or, to Parent’s Knowledge, being threatened) against Parent or Buyer, and there is no material Order outstanding against Parent or Buyer or to which Parent or Buyer is subject, in each case that would result in a material adverse effect on the ability of Parent or Buyer to comply with its obligations hereunder.
Claims; Orders. Except as would not result in a Buyer Material Adverse Effect, (a) there is no Claim pending or, to Buyer’s actual knowledge, being threatened against Buyer and (b) Buyer is not subject to any Order.
Claims; Orders. Except as would not reasonably be expected to prevent or materially impede, interfere with, hinder or delay the consummation of the Business Combination,
Claims; Orders. (a) There is no material Claim pending or being threatened, and, since January 1, 2018, there has not been any material Claim, against any Seller or any present or former executive officer, director or manager of any Seller in his or her capacity as such. There is no material Order outstanding against any Seller or any present or former officer or director of any Seller in his or her capacity as such or to which any of the foregoing is subject.
Claims; Orders. There are no Claims (including any motions, petitions, oppositions, interferences or re-examinations) settled in the 12-month period ending on the Effective Date, or pending, or that to the Knowledge of Sellers are threatened (including in the form of offers to obtain a license): (i) alleging any infringement, misappropriation, dilution or violation of the Intellectual Property Rights of any third party by any of the Company Entities, (ii) challenging the validity, enforceability, registrability or ownership of any Company Owned Intellectual Property, or (iii) by any of the Company Entities alleging any infringement, misappropriation, dilution, or violation by any third party of the Company Intellectual Property. No Company Owned Intellectual Property is subject to any proceeding or outstanding governmental order or settlement agreement or stipulation that restricts in any manner the use, transfer, or licensing of any such Company Owned Intellectual Property or of any Company Entity’s Products.
Claims; Orders. Except as would not result in a Material Adverse Effect, (a) there is no Claim pending or, to Seller’s Knowledge, threatened in writing against Seller or its Affiliates with respect to the FS Development Platform or the Acquired Companies, and (b) none of the FS Development Platform or any Acquired Company is subject to any Order.
Claims; Orders. Except as set forth in Section 4.4 of the Crescent Disclosure Letter, no Claim is pending or, to Crescent’s Knowledge, has been threatened against Duke Ventures, Crescent or any Crescent Subsidiary, including any Claim that seeks a writ, judgment, order or decree restraining, enjoining or otherwise prohibiting or making illegal any of the transactions contemplated by this Agreement. There are no judgments, orders, decrees or injunctions imposed upon or otherwise affecting Crescent or the Crescent Subsidiaries or any of their respective Assets.
Claims; Orders. (a) There is no Claim pending against Seller or any Asset Seller or relating to the Business that would reasonably be expected to prevent, materially delay or materially impede Seller’s or such Asset Seller’s ability to consummate the transactions contemplated hereby and there is no Order outstanding against Seller or any Asset Seller that would reasonably be expected to prevent, materially delay or materially impede Seller’s or such Asset Seller’s ability to consummate the transactions contemplated hereby. (b) Except as set forth in Section 2.12(b) of the Seller Disclosure Schedule: (i) there is no, and since January 1, 2018 there has not been any, material Claim pending (or, to Seller’s Knowledge, threatened) against the Company or the Asset Sellers (with respect to the Business) or, to Seller’s Knowledge, against any present or former executive officer, director or employee of Seller or its Affiliates (including the Company or any Asset Seller) in his or her capacity as such with respect to the Business; and (ii) there is no, and since January 1, 2018 there has not been any, material Order outstanding against the Company or Seller or the Asset Sellers (with respect to the Business) or, to Seller’s Knowledge, against any present or former officer or director
