Common use of Legal Proceedings; Claims Clause in Contracts

Legal Proceedings; Claims. 5.10.1 No Proceeding is pending nor, to such Seller’s Knowledge, has any Proceeding been threatened in writing against any Primary Archstone Entity, which seeks to restrain, prohibit or otherwise challenge legality or validity of this Agreement or any of the Contemplated Transactions. 5.10.2 To such Seller’s Knowledge, except as set forth on Section 5.10.2 of the Disclosure Schedules, (i) no Proceeding is pending to which any Archstone Entity is a party, and (ii) no Proceeding has been threatened in writing against any Archstone Entity or any current managing member or any employee or agent of any Archstone Entity or against any former managing member, employee or agent of any Archstone Entity, with respect to which any Archstone Entity has or would reasonably be expected to have a Liability therefor or any indemnification or expense advancement obligation, except to the extent such Proceeding has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. 5.10.3 Except as set forth on Section 5.10.3 of the Disclosure Schedules, as of the date of this Agreement, to the Knowledge of any such Seller, there are no Proceedings pending against nor threatened in writing against, the Archstone Entities under any bankruptcy or insolvency Law or with respect to any Bankruptcy Event.

Legal Proceedings; Claims. 5.10.1 6.9.1 No Proceeding is pending noror, to such Seller’s Knowledge and LBHI’s Knowledge, has any Proceeding been threatened in writing against any Primary Archstone Entity, which seeks to restrain, prohibit or otherwise challenge legality or validity of this Agreement or any of the Contemplated Transactions. 5.10.2 6.9.2 To such Seller’s Knowledge and LBHI’s Knowledge, except as set forth on Section 5.10.2 of the Disclosure SchedulesSchedule 6.9.2, (i) no Proceeding is pending to which any Archstone Entity is a party, and (ii) no Proceeding has been threatened in writing against any Archstone Entity or any current managing member or any employee or agent of any Archstone Entity or against any former managing member, employee or agent of any Archstone Entity, with respect to which any Archstone Entity has or would reasonably be expected to have a Liability therefor or any indemnification or expense advancement obligation, in either case, except to the extent such Proceeding has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. 5.10.3 Except as set forth on Section 5.10.3 of the Disclosure Schedules, as of the date of this Agreement, to the 6.9.3 To Seller’s Knowledge of any such Sellerand LBHI’s Knowledge, there are no Proceedings either pending against nor or threatened in writing against, the Archstone Entities under any bankruptcy or insolvency Law or with respect to any Bankruptcy Event.

Legal Proceedings; Claims. 5.10.1 No Proceeding is pending nor, to such Seller’s Knowledge, has any Proceeding been threatened in writing against any Primary Archstone Entity, which seeks to restrain, prohibit or otherwise challenge legality or validity of this Agreement or any of the Contemplated Transactions. 5.10.2 To such Seller’s Knowledge, except as set forth on Section 5.10.2 of the Disclosure Schedules, (i) no Proceeding is pending to which any Archstone Entity is a party, and (ii) no Proceeding has been threatened in writing against any Archstone Entity or any current managing member or any employee or agent of any Archstone Entity or against any former managing member, employee or agent of any Archstone Entity, with respect to which any Archstone Entity has or would reasonably be expected to have a Liability therefor therefore or any indemnification or expense advancement obligation, except to the extent such Proceeding has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. 5.10.3 Except as set forth on Section 5.10.3 of the Disclosure Schedules, as of the date of this Agreement, to the Knowledge of any such Seller, there are no Proceedings pending against nor threatened in writing against, the Archstone Entities under any bankruptcy or insolvency Law or with respect to any Bankruptcy Event.

Legal Proceedings; Claims. 5.10.1 No Proceeding is pending nor, to such Seller’s Knowledge, has any Proceeding been threatened in writing against any Primary Archstone Entity, which seeks to restrain, prohibit or otherwise challenge legality or validity of this Agreement or any of the Contemplated Transactions. 5.10.2 To such Seller’s Knowledge, except as set forth on Section 5.10.2 of the Disclosure Schedules, (i) no Proceeding is pending to which any Archstone Entity is a party, and (ii) no Proceeding has been threatened in writing against any Archstone Entity or any current managing member or any employee or agent of any Archstone Entity or against any former managing member, employee or agent of any Archstone Entity, with respect to which any Archstone Entity has or would reasonably be expected to have a Liability therefor or any indemnification or expense advancement obligation, except to the extent such Proceeding has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. 5.10.3 Except as set forth on Section 5.10.3 of the Disclosure Schedules, as As of the date of this Agreement, to the Knowledge of any such Seller, there are no Proceedings pending against nor threatened in writing against, the Archstone Entities under any bankruptcy or insolvency Law or with respect to any Bankruptcy Event.