Common use of Investigations; Litigation Clause in Contracts

Investigations; Litigation. (a) There is no investigation, audit or review pending (or, to the knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiaries, (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings pending (or, to the knowledge of the Company, threatened) against, relating to or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan), or any of their respective properties at law or in equity before and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity except, in the case of clauses (a) through (c), as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

Investigations; Litigation. Except as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, (a) There there is no investigation, audit investigation or review pending (or, to the knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiaries, (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings pending (or, to the knowledge of the Company, threatened) against, relating to against or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)Subsidiaries, or any of their respective properties at law or in equity before and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity except, in the case of clauses (a) through (c), as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse EffectEntity.

Investigations; Litigation. (a) There is no investigation, audit material investigation or review pending (or, to the knowledge Knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiaries, the Company’s Subsidiaries and (b) there are no material actions, suits, claims, inquiries, arbitrations, investigations or proceedings (each, a “Proceeding”) pending (or, to the knowledge Knowledge of the Company, threatened) against, relating to or affecting against the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company’s Subsidiaries, or any of their respective properties at law or in equity before before, and (c) there are no material orders, judgments or decrees of, or before, any Governmental Entity except, in with respect to the case Company or any of clauses (a) through (c), as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effectits Subsidiaries.

Investigations; Litigation. (a) There is no investigation, audit investigation or review pending (or, to the knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiariesthe Company’s Subsidiaries which would have, individually or in the aggregate, a Company Material Adverse Effect, (b) there are no actions, suits, arbitration, inquiries, arbitrations, investigations or proceedings pending (or, to the knowledge of the Company, threatened) against, relating to by or against or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company’s Subsidiaries, or any of their respective properties or businesses at law Law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in the each case of clauses (a) through (c), as which would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

Investigations; Litigation. (a) There is no investigation, audit investigation or review pending (or, to the knowledge Knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiariesthe Company’s Subsidiaries that would be reasonably likely to result in, individually or in the aggregate, a Company Material Adverse Effect and (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings Actions pending (or, to the knowledge Knowledge of the Company, threatened) against, relating to or affecting against the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company’s Subsidiaries, or any of their respective properties at law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in the each case of clauses (a) through (c), as that would not be reasonably be expected likely to haveresult in, individually or in the aggregate, a Company Material Adverse Effect.

Investigations; Litigation. Except as set forth on Section 2.12 of the Company Disclosure Schedule, as of the date of this Agreement, (a) There there is no investigation, audit investigation or review pending (or, to the knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiaries, and (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings pending (or, to the knowledge of the Company, threatened) against, relating to against or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)Subsidiaries, or any of their respective properties at law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in the each case of clauses clause (a) through or (cb), as which would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

Investigations; Litigation. As of the date hereof: (a) There there is no investigation, audit investigation or review pending (or, to the knowledge Knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiariesthe Company's Subsidiaries that would have, individually or in the aggregate, a Company Material Adverse Effect; and (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings Actions pending (or, to the knowledge Knowledge of the Company, threatened) against, relating to against or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company's Subsidiaries, or any of their respective properties at law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in each case that involves an amount in controversy in excess of $500,000 or seeks specific performance or injunctive relief that would be material to the case of clauses (a) through (c)Company and its Subsidiaries, taken as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effectwhole.

Investigations; Litigation. As of the date hereof, (a) There there is no investigation, audit investigation or review pending (or, to the knowledge Knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiariesthe Company’s Subsidiaries that would, individually or in the aggregate, have a Company Material Adverse Effect, and (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings pending (or, to the knowledge Knowledge of the Company, threatened) against, relating to or affecting against the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company’s Subsidiaries, or any of their respective properties at law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in the each case of clauses (a) through (c), as would not reasonably be expected to havethat would, individually or in the aggregate, have a Company Material Adverse Effect.

Investigations; Litigation. (a) There is no investigation, audit investigation or review pending (or, to the knowledge Knowledge of the Company, threatened) by any Governmental Entity with respect to the Company or any of its Subsidiariesthe Company’s Subsidiaries that would have, individually or in the aggregate, a Company Material Adverse Effect; and (b) there are no actions, suits, inquiries, arbitrations, investigations or proceedings Actions pending (or, to the knowledge Knowledge of the Company, threatened) against, relating to against or affecting the Company or any of its Subsidiaries (including against or in respect of any Company Benefit Plan)the Company’s Subsidiaries, or any of their respective properties or assets at law or in equity before before, and (c) there are no orders, judgments or decrees of, or before, any Governmental Entity exceptEntity, in the each case of clauses (a) through (c), as that would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse EffectEffect or, as of the date hereof, prevent or materially delay the consummation of the Merger.