Common use of Litigation and Orders Clause in Contracts

Litigation and Orders. (a) Except as set forth on Schedule 6.9 (a) there are no Proceedings pending or, to the Knowledge of the Buyer, threatened against any of the Checksmart Parties or their respective business, operations or assets. There are no Proceedings pending or, to the Knowledge of the Buyer, threatened that question the legality, validity or enforceability of this Agreement, the Ancillary Agreements or any of the transactions contemplated hereby or thereby or that would, individually or in the aggregate, reasonably be expected to materially impair the ability of the Buyer Parties to perform on a timely basis their obligations under this Agreement or the Ancillary Agreements. Schedule 6.9 lists all Proceedings to which any Checksmart Party was a defendant or in which a counter claim was filed against any Checksmart Party during the past three (3) years (whether or not settled), in each case, with a claimed (or counterclaimed, as applicable) amount in excess of $25,000. None of the pending or threatened Proceedings set forth on Schedule 6.9, if adversely determined, would reasonably be expected to result in a Buyer Material Adverse Effect. (b) There is no Order to which any Checksmart Party, or any of the assets owned or used by any Checksmart Party, is subject. Each of the Checksmart Parties has been in compliance in all material respects with all of the terms and requirements of each Order to which it, or any of the assets owned or used by it, is or has been subject. To the Knowledge of the Buyer, no Checksmart Party has received any written notice from any Governmental Authority or any other Person regarding any actual or alleged violation of, or failure to comply in any material respect with, any term or requirement of any Order to which it, or any of the assets owned or used by it, is subject. (c) There is no Order pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that charges a Checksmart Party with the (or indicates that any of such parties are in) violation of or noncompliance with any Law or Permit. There is no Order or Proceeding pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that would give any Person the right to enjoin or rescind the transactions contemplated by this Agreement or otherwise prevent the consummation of the transactions contemplated hereby.

Litigation and Orders. (a) Except as set forth provided on Schedule 6.9 (a) 4A.8, there are no material Proceedings pending or, to the Knowledge knowledge of the BuyerQC Holdings, threatened against any of the Checksmart Parties QFOC or their its respective business, operations or assets. There are no Proceedings pending or, to the Knowledge knowledge of the BuyerQC Holdings, threatened that question the legality, validity or enforceability of this Agreement, the Ancillary Agreements or any of the transactions contemplated hereby or thereby or that would, individually or in the aggregate, reasonably be expected to materially impair the ability of the Buyer QC Parties to perform on a timely basis their obligations under this Agreement or the Ancillary Agreements. Schedule 6.9 lists all Proceedings to which any Checksmart Party was a defendant or in which a counter claim was filed against any Checksmart Party during the past three (3) years (whether or not settled), in each case, with a claimed (or counterclaimed, as applicable) amount in excess of $25,000. None of the pending or threatened Proceedings set forth on Schedule 6.9, if adversely determined, would reasonably be expected to result in a Buyer Material Adverse Effect. (b) There is no material Order to which any Checksmart PartyQFOC, or any of the assets owned or used by any Checksmart PartyQFOC, is subject. Each of the Checksmart Parties QFOC has been in compliance in all material respects with all of the terms and requirements of each Order to which it, or any of the assets owned or used by it, is or has been subject. To the Knowledge of the Buyer, no Checksmart Party QFOC has not received any written notice from any Governmental Authority or any other Person regarding any actual or alleged violation of, or failure to comply in any material respect with, any term or requirement of any Order to which itQFOC, or any of the assets owned or used by itQFOC, is subject. (c) There is no Order pending or, to the Knowledge knowledge of the BuyerQC Holdings, threatened against any Checksmart Party QFOC, that charges a Checksmart Party QFOC with the (or indicates that any of such parties are in) material violation of or noncompliance with any Law or Permit. There is no Order or Proceeding pending or, to the Knowledge knowledge of the BuyerQC Holdings, threatened against any Checksmart Party QC Entity that would give any Person the right to enjoin or rescind the transactions contemplated by this Agreement or otherwise prevent the consummation of the transactions contemplated hereby. (d) Notwithstanding anything else to the contrary in this Agreement or any Ancillary Agreement, to the extent QC Holdings makes, or causes to be made any and all payments required to be made in compliance with any such Order, the representation and warranties made by QC Holdings hereunder shall be deemed to be made as if the payments under such Order had not been required.

Litigation and Orders. (a) Except as set forth provided on Schedule 6.9 (a) 4.8, there are no material Proceedings pending or, to the Knowledge knowledge of the BuyerCFC, threatened against any of the Checksmart Parties CFC Transferee or their its respective business, operations or assets. There are no Proceedings pending or, to the Knowledge knowledge of the BuyerCFC, threatened that question the legality, validity or enforceability of this Agreement, the Ancillary Agreements or any of the transactions contemplated hereby or thereby or that would, individually or in the aggregate, reasonably be expected to materially impair the ability of the Buyer CFC Parties to perform on a timely basis their obligations under this Agreement or the Ancillary Agreements. Schedule 6.9 lists all Proceedings to which any Checksmart Party was a defendant or in which a counter claim was filed against any Checksmart Party during the past three (3) years (whether or not settled), in each case, with a claimed (or counterclaimed, as applicable) amount in excess of $25,000. None of the pending or threatened Proceedings set forth on Schedule 6.9, if adversely determined, would reasonably be expected to result in a Buyer Material Adverse Effect. (b) There is no material Order to which any Checksmart PartyCFC Transferee, or any of the assets owned or used by any Checksmart PartyCFC Transferee, is subject. Each of the Checksmart Parties CFC Transferees has been in compliance in all material respects with all of the terms and requirements of each Order to which it, or any of the assets owned or used by it, is or has been subject. To the Knowledge knowledge of CFC, none of the Buyer, no Checksmart Party CFC Transferees has received any written notice from any Governmental Authority or any other Person regarding any actual or alleged violation of, or failure to comply in any material respect with, any term or requirement of any Order to which itany CFC Transferee, or any of the assets owned or used by itany CFC Transferee, is subject. (c) There is no Order pending or, to the Knowledge knowledge of the BuyerCFC, threatened against any Checksmart Party CFC Transferee, that charges a Checksmart Party any CFC Transferee with the (or indicates that any of such parties are in) material violation of or noncompliance with any Law or Permit. There is no Order or Proceeding pending or, to the Knowledge knowledge of the BuyerCFC, threatened against any Checksmart Party CFC Entity that would give any Person the right to enjoin or rescind the transactions contemplated by this Agreement or otherwise prevent the consummation of the transactions contemplated hereby. (d) Notwithstanding anything else to the contrary in this Agreement or any Ancillary Agreement, to the extent CFC makes, or causes to be made any and all payments required to be made in compliance with any such Order, the representation and warranties made by CFC hereunder shall be deemed to be made as if the payments under such Order had not been required.

Litigation and Orders. (a) Except as set forth on Schedule 6.9 (a) 5.11, there are no Proceedings pending against Seller or, to the Knowledge of the BuyerSeller, threatened against or affecting the Seller, the Purchased Assets or the Assumed Liabilities. Except as set forth on Schedule 5.12, to Seller’s Knowledge, no event has occurred or circumstances exist that would give rise to or serve as a basis for the commencement of any of Proceeding against, the Checksmart Parties Seller, the Purchased Assets or their respective business, operations or assetsthe Assumed Liabilities. There are no Proceedings pending or, to the Knowledge of the BuyerSeller, threatened that question the legality, validity or enforceability of this Agreement, the Ancillary Agreements or any of the transactions contemplated hereby or thereby or that wouldare, individually or in the aggregate, reasonably be expected to materially impair the ability of the Buyer Parties Seller to perform on a timely basis their its obligations under this Agreement or the Ancillary Agreements. Schedule 6.9 5.11 lists all Proceedings to which any Checksmart Party was a defendant or in which a counter claim was filed involving claims against any Checksmart Party during the past three Seller since August 10, 2016 (3) years (whether or that have not been settled), in each case, with a claimed (or counterclaimed, as applicable) amount in excess of $25,000. None of the pending or threatened Proceedings set forth on Schedule 6.9, if adversely determined, would reasonably be expected to result in a Buyer Material Adverse Effect. (b) There Except as set forth on Schedule 5.11, there is no Order to which any Checksmart Partythe Seller, or any of the assets owned or used by any Checksmart PartyPurchased Assets, is subject. Each of the Checksmart Parties The Seller has been in full compliance in all material respects with all of the terms and requirements of each Order to which it, or any of the assets owned or used by it, Purchased Assets is or has been subject. To the Knowledge of the Buyer, no Checksmart Party The Seller has not received any written notice (or, to Seller’s Knowledge, oral notice) from any Governmental Authority or any other Person regarding any actual or alleged violation of, or failure to comply in any material respect with, any term or requirement of any Order to which itthe Seller, or any of the assets owned or used by itPurchased Assets, is subject. (c) There is no Order pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that charges a Checksmart Party with the (or indicates that any of such parties are in) violation of or noncompliance with any Law or Permit. There is no Order or Proceeding pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that would give any Person the right to enjoin or rescind the transactions contemplated by this Agreement or otherwise prevent the consummation of the transactions contemplated hereby.

Litigation and Orders. (a) Except as set forth on Schedule 6.9 (a) 5.10, there are no Proceedings pending against Seller or, to the Knowledge of the BuyerSeller, threatened against or affecting the Seller, the Purchased Assets or the Assumed Liabilities. Except as set forth on Schedule 5.11, to the Seller’s Knowledge, no event has occurred or circumstances exist that would give rise to or serve as a basis for the commencement of any of Proceeding against, the Checksmart Parties Seller, the Purchased Assets or their respective business, operations or assetsthe Assumed Liabilities. There are no Proceedings pending or, to the Knowledge of the BuyerSeller, threatened that question the legality, validity or enforceability of this Agreement, the Ancillary Agreements or any of the transactions contemplated hereby or thereby or that wouldare, individually or in the aggregate, reasonably be expected to materially impair the ability of the Buyer Parties Seller to perform on a timely basis their its obligations under this Agreement or the Ancillary Agreements. Schedule 6.9 5.10 lists all Proceedings to which any Checksmart Party was a defendant or in which a counter claim was filed involving claims against any Checksmart Party during the past three Seller since August 10, 2016 (3) years (whether or that have not been settled), in each case, with a claimed (or counterclaimed, as applicable) amount in excess of $25,000. None of the pending or threatened Proceedings set forth on Schedule 6.9, if adversely determined, would reasonably be expected to result in a Buyer Material Adverse Effect. (b) There Except as set forth on Schedule 5.10, there is no Order to which any Checksmart Partythe Seller, or any of the assets owned or used by any Checksmart PartyPurchased Assets, is subject. Each of the Checksmart Parties The Seller has been in full compliance in all material respects with all of the terms and requirements of each Order to which it, or any of the assets owned or used by it, Purchased Assets is or has been subject. To the Knowledge of the Buyer, no Checksmart Party The Seller has not received any written notice (or, to the Seller’s Knowledge, oral notice) from any Governmental Authority or any other Person regarding any actual or alleged violation of, or failure to comply in any material respect with, any term or requirement of any Order to which itthe Seller, or any of the assets owned or used by itPurchased Assets, is subject. (c) There is no Order pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that charges a Checksmart Party with the (or indicates that any of such parties are in) violation of or noncompliance with any Law or Permit. There is no Order or Proceeding pending or, to the Knowledge of the Buyer, threatened against any Checksmart Party that would give any Person the right to enjoin or rescind the transactions contemplated by this Agreement or otherwise prevent the consummation of the transactions contemplated hereby.