Common use of Knowledge of Pending or Threatened Litigation Clause in Contracts

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party that, individually or in the aggregate, could reasonably be expected to (a) materially impair the ability of such Party to perform any obligation under this Agreement or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 6 contracts

Samples: License Agreement (Infinity Pharmaceuticals, Inc.), Collaboration and License Agreement (Infinity Pharmaceuticals, Inc.), Collaboration and License Agreement (Discovery Partners International Inc)

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Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (ai) materially impair the ability of such Party to perform any obligation under this Agreement or (bii) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 3 contracts

Samples: Technology Exchange and Development Agreement (Millennium Pharmaceuticals Inc), Collaboration and License Agreement (Millennium Pharmaceuticals Inc), Technology Development Agreement (Millennium Pharmaceuticals Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party Parties that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (ai) have a material adverse effect on such Party, (ii) materially impair the ability of such Party to perform any obligation under this Agreement or (biii) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 3 contracts

Samples: Supply Agreement (Sequenom Inc), Confidentiality Agreement (Millennium Pharmaceuticals Inc), Supply Agreement (Sequenom Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (a) materially impair the ability of such Party to perform any obligation under this Agreement or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 2 contracts

Samples: Technology and Database License Agreement (Genaissance Pharmaceuticals Inc), Collaboration and License Agreement (Tularik Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party’s knowledge, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (ai) materially impair the ability of such Party to perform any obligation under this Agreement or (bii) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Immunogen Inc), Collaboration and License Agreement (Immunogen Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that that, as of the Effective Date, there is no claim, announced investigation, suit, action or proceeding pending or, to the knowledge of such Party’s Knowledge, expressly threatened, against such Party before or by any court, arbitrator, or Governmental Authority that, individually or in the aggregate, could is reasonably be expected to (a) materially impair the ability of such Party to perform any obligation its obligations under this Agreement Agreement, or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 2 contracts

Samples: License Agreement (Kiniksa Pharmaceuticals, Ltd.), License Agreement (Kiniksa Pharmaceuticals, Ltd.)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (a) materially impair the ability of such Party to perform any obligation under this Agreement or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.. EXECUTION VERSION

Appears in 1 contract

Samples: License Agreement (Ligand Pharmaceuticals Inc)

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Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by 50 any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (ai) materially impair the ability of such Party to perform any obligation under this Agreement or (bii) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 1 contract

Samples: Technology Transfer Agreement (Millennium Pharmaceuticals Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that that, to its knowledge, there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party that, individually before or in the aggregate, could reasonably be expected by any governmental entity or arbitrator that is likely to (a) materially impair the ability of such Party to perform any obligation under this Agreement or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated herebyAgreement.

Appears in 1 contract

Samples: License and Collaboration Agreement (Atherogenics Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to to: (a) materially impair the ability of such Party to perform any obligation its obligations under this Agreement Agreement; or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 1 contract

Samples: Strategic Alliance Agreement (Decode Genetics Inc)

Knowledge of Pending or Threatened Litigation. Each Party represents and warrants to the other Party that there is no claim, investigation, suit, action or proceeding pending or, to the knowledge of such Party, expressly threatened, against such Party before or by any governmental entity or arbitrator that, individually or in the aggregate, could reasonably be expected to (a) materially impair the ability of such Party to perform any obligation under this Agreement or (b) prevent or materially delay or alter the consummation of any or all of the transactions contemplated hereby.

Appears in 1 contract

Samples: Collaboration and License Agreement (Millennium Pharmaceuticals Inc)

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