Common use of Legal Proceedings and Liabilities Clause in Contracts

Legal Proceedings and Liabilities. Neither the Company nor any of its Subsidiaries is a party to any, and there are no pending, or to the knowledge of the Company, threatened, legal, administrative, arbitral or other proceedings, claims, actions or governmental investigations of any nature against the Company or any of its Subsidiaries (i) that, individually or in the aggregate, have had or would reasonably be expected to have a Material Adverse Effect or (ii) that challenge the validity of or seek to prevent the Transactions. Neither the Company nor any of its Subsidiaries is subject to any order, judgment or decree of a Governmental Entity that, individually or in the aggregate, has had or would reasonably be expected to have a Material Adverse Effect. Except as, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, to the knowledge of the Company, there is no investigation or review pending or threatened by any Governmental Entity with respect to the Company or any of its Subsidiaries.

Appears in 4 contracts

Samples: Investment Agreement (Eos Energy Enterprises, Inc.), Securities Purchase Agreement (MDC Partners Inc), Investment Agreement (ExlService Holdings, Inc.)

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Legal Proceedings and Liabilities. Neither As of the date hereof, neither the Company nor any of its Subsidiaries is a party to any, and there are no pending, or to the knowledge Knowledge of the Company, threatened, legal, administrative, arbitral or other proceedings, claims, actions or governmental investigations of any nature against the Company or any of its Subsidiaries (i) thatthat would, individually or in the aggregate, have had or would reasonably be expected to have constitute a Material Adverse Effect or (ii) that challenge the validity of or seek to prevent the Transactions. Neither As of the date hereof, neither the Company nor any of its Subsidiaries is subject to any order, judgment or decree of a Governmental Entity thatthat would, individually or in the aggregate, has had or would reasonably be expected to have constitute a Material Adverse Effect. Except asAs of the date hereof, except as would not, individually or in the aggregate, has not had and would not reasonably be expected to have constitute a Material Adverse Effect, to the knowledge Knowledge of the Company, there is no investigation or review pending or threatened by any Governmental Entity with respect to the Company or any of its Subsidiaries.

Appears in 3 contracts

Samples: Investment Agreement (Silver Lake Group, L.L.C.), Investment Agreement (Silver Lake Group, L.L.C.), Investment Agreement (Amc Entertainment Holdings, Inc.)

Legal Proceedings and Liabilities. Neither the Company nor any of its Subsidiaries is a party to any, and there are no pending, or to the knowledge of the Company, threatened, legal, administrative, arbitral or other proceedings, claims, actions or governmental investigations of any nature against the Company or any of its Subsidiaries (i) that, individually or in the aggregate, have had or would reasonably be expected to have a Material Adverse Effect or (ii) that challenge the validity of or seek to prevent the Transactions. Neither the Company nor any of its Subsidiaries is subject to any order, judgment or decree of a Governmental Entity that, individually or in the aggregate, has had or would reasonably be expected to have a Material Adverse Effect. Except as, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, to the knowledge of the Company, there is no investigation or review pending or threatened by any Governmental Entity with respect to the Company or any of its Subsidiaries.

Appears in 1 contract

Samples: Investment Agreement (Eos Energy Enterprises, Inc.)

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Legal Proceedings and Liabilities. Neither As of the date hereof, neither the Company nor any of its Subsidiaries is a party to any, and there are no pending, or to the knowledge Knowledge of the Company, threatened, legal, administrative, arbitral or other proceedings, claims, actions or governmental investigations of any nature against the Company or any of its Subsidiaries (i) thatthat would, individually or in the aggregate, have had or would reasonably be expected to have constitute a Material Adverse Effect or (ii) that challenge the validity of or seek to prevent the Transactions. Neither As of the date hereof, neither the Company nor any of its Subsidiaries is subject to any order, judgment or decree of a Governmental Entity thatthat would, individually or in the aggregate, has had or would reasonably be expected to have constitute a Material Adverse Effect. Except asAs of the date hereof, except as would not, individually or in the aggregate, has not had and would not reasonably be expected to have constitute a Material Adverse Effect, to the knowledge Knowledge of the Company, there is no investigation or review ​ pending or threatened by any Governmental Entity with respect to the Company or any of its Subsidiaries.

Appears in 1 contract

Samples: Investment Agreement (Amc Entertainment Holdings, Inc.)

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