Common use of Legal Proceedings; Governmental Orders Clause in Contracts

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Knowledge, threatened (i) against or by the Target Company affecting any of its properties or assets; or (ii) against or by the Target Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Knowledge, threatened (i) against or by the Target Company affecting any of its properties or assets; or (ii) against or by the Target Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No event has occurred occurred, or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred occurred, or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Sellers’ Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assetsassets (or by or against any Seller Party or any Affiliate thereof and relating to the Company); or (iib) against or by the Target Company Company, any Seller Party or any Affiliate of a Seller Party that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To Sellers’ Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. There is no Action against any current or, to Sellers’ Knowledge, former director or employee of the Company with respect to which the Company has, or is reasonably likely to have, an indemnification obligation. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.3.17

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, to the Sellers’ Knowledge, there are no Actions pending or, to the Target Company’s Knowledge, or threatened (ia) against or by the Target Company affecting any of its properties or assetsassets (or by or against Sellers or any Affiliate thereof and relating to the Company); or (iib) against or by the Target Company Company, Sellers or any Affiliate of Sellers that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To Sellers’ Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No To Sellers’ Knowledge, no event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target CompanySeller’s Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assetsassets (or by or against Seller or Affiliate thereof and relating to the Company); or (iib) against or by the Target Company Company, Seller or any Affiliate of Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To Seller’s Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in on Section 3.17(a) 4.15 of the Disclosure SchedulesLetter, there are no Actions pending or, to the Target Company’s Companies’ Knowledge, threatened (ia) against or by the Target any Company affecting any of its business, properties or assetsassets (or by or against the Seller or any Affiliate thereof and relating to any Company); or (iib) against or by the Target Company any Company, any Seller or any Affiliate of any Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To Companies’ Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there There are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target any Company or any of its business, properties or assets. The Target Company is Companies are in compliance with the terms of each any Governmental Order set forth in Section 3.17(b4.15(b) of the Disclosure SchedulesLetter. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Sellers’ Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assetsassets (or by or against any Seller or any Affiliate thereof and relating to the Company); or (iib) against or by the Target Company Company, any Seller or any Affiliate of any Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To Sellers’ Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assets; or (iib) against or by the Target Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No event has occurred or circumstances exist that that, to the Company’s Knowledge, may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Disclosure Schedules. No event has occurred or circumstances exist that that, to the Company’s Knowledge, may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Target Company’s Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assets; or (iib) against or by the Target Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No To the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Company Disclosure Schedules, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b) of the Company Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a4.15(a) of the Disclosure Schedules, there are no Actions pending or, to the Target Company’s Sellers’ Knowledge, threatened (ia) against or by the Target Company affecting any of its properties or assetsassets (or by or against Sellers or any Affiliate of either Seller and relating to the Company); or (iib) against or by the Target Company Company, Sellers or any Affiliate of either Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No Except as set forth in Section 4.15(a) of the Disclosure Schedules, no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action. (b) Except as set forth in Section 3.17(b) of the Disclosure Schedules, there There are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target Company or any of its properties or assets. The Target Company is in compliance with the terms of each Governmental Order set forth in Section 3.17(b4.15(b) of the Disclosure Schedules. No event has occurred or circumstances exist that may constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Disclosure SchedulesSchedule, there are no Actions Proceedings pending or, to the Target CompanySeller’s Knowledge, threatened (ia) against or by the Target either Company affecting any of its properties or assetsassets (or by or against Seller or any Affiliate thereof and relating to that Company); or (iib) against or by the Target Company either Company, Seller, or any Affiliate of Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such ActionProceeding, and the consummation of the transactions contemplated hereby will not do so. (b) Except as set forth in Section 3.17(b) of the Disclosure SchedulesSchedule sets forth each Governmental Order, including settlement or consent decree or like Governmental Order, entered against each Company since January 1, 2015. To Seller’s Knowledge, there are no outstanding Governmental Orders and no unsatisfied judgments, penalties or awards against or affecting the Target either Company or any of its properties or assets. The Target Each Company is in compliance with the terms of each Governmental Order set forth identified in Section 3.17(b) of the Disclosure SchedulesSchedule applicable to that Company. No event has occurred or circumstances exist that may may, and the consummation of the transactions contemplated hereby will not, constitute or result in (with or without notice or lapse of time) a violation of any such Governmental Order.