Litigation and Product Liability. There is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of the Company, threatened, against the Company or the Company Subsidiary which, if decided adversely would (a) be reasonably likely to result in a Company Material Adverse Effect, or (b) otherwise impair in any material respect the ability of the Parties to consummate the Merger and other transactions contemplated by this Agreement on a timely basis. Except as set forth on Schedule 2.12 of the Company Disclosure Schedule, there is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of the Company, threatened, against the Company or the Company Subsidiary which, if decided adversely would be reasonably likely to result in damages payable by the Company or the Company Subsidiary in excess of $100,000 in the aggregate. No product liability claims have been asserted or, to the knowledge of the Company, threatened against the Company in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, handled, stored, or sold by, on behalf of or in cooperation with the Company which would reasonably be expected to have a Company Material Adverse Effect
Litigation and Product Liability. There is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of Parent, threatened, against Parent or any of its Subsidiaries which, if decided adversely (a) would be reasonably likely to result in a Parent Material Adverse Effect, or (b) otherwise impair in any material respect the ability of the Parties to consummate the Merger and other transactions contemplated by this Agreement on a timely basis. There is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of Parent, threatened, against Parent or any of its Subsidiaries which, if decided adversely would be reasonably likely to result in damages payable by Parent or any of its Subsidiaries in excess of $100,000 in the aggregate. No product liability claims have been asserted or, to the knowledge of Parent, threatened against Parent in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, handled, stored, or sold by, on behalf of or in cooperation with Parent which would reasonably be expected to have a Parent Material Adverse Effect.
Litigation and Product Liability. There is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of the Company, threatened in writing, against the Company or any of its Subsidiaries which, if decided adversely might (a) be considered reasonably likely to result in (i) a Company Material Adverse Effect or (ii) damages payable by the Company of any of its Subsidiaries in excess of $100,000 in the aggregate, or (b) otherwise impair in any material respect the ability of the Parties to consummate the Merger and other transactions contemplated by this Agreement on a timely basis. No product liability claims have been asserted or, to the knowledge of the Company, threatened against the Company or in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, handled, stored, or sold by, on behalf of or in cooperation with the Company.
Litigation and Product Liability. (1) Except those disclosed in Exhibit 6.2.10 (1), the Companies are not involved in any lawsuit, arbitration, administrative or similar proceedings before any state court, arbitration panel or an administrative authority involving a value in dispute (Streitwert) exceeding EUR 20,000.00 (in words: Euro twenty thousand) in each individual case on the Signing Date pending (rechtshängig) or, to the Sellers’ Best Knowledge, threatened to be filed against any of the Companies as of the Signing Date.
Litigation and Product Liability. There is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of Parent, threatened in writing, against Parent or any of its Subsidiaries which, if decided adversely might (a) be considered reasonably likely to result in (i) a Parent Material Adverse Effect or (ii) damages payable by Parent or any of its Subsidiaries in excess of $100,000 in the aggregate, or (b) otherwise impair in any material respect the ability of the Parties to consummate the Merger and other transactions contemplated by this Agreement on a timely basis. No product liability claims have been asserted or, to the knowledge of Parent, threatened against Parent or in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, handled, stored, or sold by, on behalf of or in cooperation with Parent.
Litigation and Product Liability. No actions, suits, proceedings or governmental investigations are pending against Seller or, to Seller’s Knowledge, overtly threatened, involving the Business or the Acquired Assets and Liabilities at law or in equity or before any Governmental Authority. As of the date of this Agreement, Seller is not subject to any judgment, stipulation, order or decree arising from any action, suit, proceeding or investigation. Seller has no liability or basis for any liability arising out of any injury to individuals or property as the result of the ownership, use or possession of any product or service, sold, leased or delivered by Seller.
Litigation and Product Liability. Except as set forth in Section 2.12 of the Company Disclosure Schedule, there is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of the Company, threatened against the Company or any of its Subsidiaries which would reasonably be expected to have a Company Material Adverse Effect. No material product liability claims have been asserted in writing or, to the knowledge of the Company, threatened in writing against the Company in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, or sold by, on behalf of, or in cooperation with the Company.
Litigation and Product Liability. Except as set forth in Section 4.10 of the Parent Disclosure Schedule, there is no suit, action, arbitration, claim, governmental or other proceeding before any Governmental Authority pending or, to the knowledge of Parent, threatened against Parent or any of its Subsidiaries. No material product liability claims have been asserted in writing or, to the knowledge of Parent, threatened in writing against Parent in respect of any product or product candidate tested, researched, developed, manufactured, marketed, distributed, or sold by, or on behalf of, or in cooperation with Parent.
Litigation and Product Liability. As at the date of this Agreement, no Group Company is engaged in any arbitration, judicial or administrative proceeding which involves an amount claimed in excess of Euro 100,000 (one hundred thousand) and no such proceedings have been threatened in writing against any of the companies within the Group. The aggregate value of pending claims in arbitration, judicial or administrative proceedings against the Company and the Subsidiaries does not exceed Euro 500,000 (five hundred thousand). Without limitation to the generality of the foregoing, as at the date of this Agreement, there is no outstanding or threatened in writing claim or dispute between or among any Group Company and any third person in relation to: (a) any Material Contract; (b) the Restructuring Plan; and/or (c) the
Litigation and Product Liability. (a) No Target Group Company is involved in any material lawsuit, arbitration, administrative or other proceedings pending or threatened by or against it before any state court, arbitration tribunal or Public Authority or any material dispute with any customer or supplier. To the Best Knowledge of the Seller, no circumstances exist which are likely to give rise to any such proceedings against any Target Group Company. For purposes of this Section 7.5(a), "material" shall mean any proceeding or claim that is reasonably likely to result in a loss to the Target Group of at least EUR 12,000,000 (twelve million Euros).
