Common use of Litigation; Compliance with Laws Clause in Contracts

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrower, threatened against or affecting Holdings or any Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 8 contracts

Samples: Credit Agreement (Cbre Group, Inc.), Credit Agreement (Cbre Group, Inc.), Credit Agreement (Cbre Group, Inc.)

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Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any BorrowerHoldings, threatened in writing against or affecting Holdings or any Borrower or any Subsidiary of its Restricted Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that which could reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 7 contracts

Samples: Credit Agreement (Telesat Holdings Inc.), Credit Agreement (Telesat Holdings Inc.), Credit Agreement (Telesat Holdings Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 6 contracts

Samples: Credit Agreement (Malek Frederic V), Credit Agreement (Fs Equity Partners Iii Lp), Credit Agreement (Cb Richard Ellis Services Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any the Borrower or any Subsidiary of the Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could which would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Playtika Holding Corp.), Credit Agreement (Playtika Holding Corp.), Credit Agreement (Caesars Entertainment, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Nuance Communications, Inc.), Control Agreement (Secure Computing Corp), Credit Agreement (Nuance Communications, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings Parent or any Borrower, threatened against or affecting Holdings or Parent, any Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could have had or are reasonably be expectedlikely to have, either individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Dennys Corp), Credit Agreement (Advantica Restaurant Group Inc), Credit Agreement (Dennys Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.09(a), there are not any no actions, suits or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any Holdings, the Borrower or any Subsidiary of the Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could which would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (EVERTEC, Inc.), Assignment and Assumption Agreement (EVERTEC, Inc.), Credit Agreement (TII Smart Solutions, Sociedad Anonima)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.08, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any BorrowerCompany, overtly threatened against or affecting Holdings or any Borrower or any Subsidiary Company or any business, property or rights of any such person Company (i) that involve any Loan Document or any of the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Adesa Inc), Credit Agreement (Adesa Inc), Credit Agreement (Adesa Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.08, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing (including by email or other electronic means) against or affecting Holdings any of the Loan Parties or any Borrower or any Subsidiary their respective Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Person that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings Parent or any Borrower, threatened against or affecting Holdings or any Borrower Parent or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Credit Transactions or (ii) that that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement and Waiver (Wellcare Health Plans, Inc.), Credit Agreement (Wellcare Group Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.09(a), there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrowerthe Borrowers, threatened in writing against or affecting Holdings the Borrowers or any Borrower or any Restricted Subsidiary or any business, business or material property or rights of any such person (i) that involve with respect to any Loan Document or the Transactions or (ii) that could which would reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Lindblad Expeditions Holdings, Inc.), Credit Agreement (Lindblad Expeditions Holdings, Inc.), Credit Agreement (Lindblad Expeditions Holdings, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits; investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Wellcare Health Plans, Inc.), Credit Agreement (Wellcare Health Plans, Inc.), Credit Agreement (Wellcare Health Plans, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.08, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any BorrowerCompany, threatened against or affecting Holdings or any Borrower or any Subsidiary Company or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Company that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Bankrate, Inc.), Revolving Credit Agreement (Bankrate, Inc.), Revolving Credit Agreement (Bankrate, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Weight Watchers International Inc), First Lien Credit Agreement (Weight Watchers International Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.096.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrowerthe Loan Parties, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions transactions contemplated thereby or (ii) that which could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Loan Agreement (Flowserve Corp), Credit Agreement (Flowserve Corp)

Litigation; Compliance with Laws. (ai) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings any Loan Party or any Borrower or any Restricted Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Person that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Senior Bridge Loan Agreement (CDW Finance Corp), Senior Subordinated Bridge Loan Agreement (CDW Finance Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Amendment Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Cb Richard Ellis Group Inc), Credit Agreement (Cbre Holding Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrowerthe Company, threatened against or affecting Holdings or any Borrower the Company or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that which could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Flowserve Corp), Credit Agreement (Flowserve Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings the Borrowers, threatened in writing against any Loan Party or any Borrower, threatened against or affecting Holdings or any Borrower or any Restricted Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Person that could reasonably be expected, individually or in the aggregate, to result have an adverse determination resulting in a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Loan Credit Agreement (ConvergeOne Holdings, Inc.), Revolving Loan Credit Agreement (Forum Merger Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits suits, investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings Parent or any Borrower, threatened against or affecting Holdings or Parent, any Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could have had or are reasonably be expectedlikely to have, either individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Dennys Corp), Credit Agreement (Dennys Corp)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Significant Subsidiary or any business, property or rights of any such person Person (i) that which involve any Loan Document this Agreement or the Transactions or (ii) that could reasonably which would be expected, individually or in the aggregate, materially likely to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Credit and Letter of Credit Facility Agreement (Fingerhut Companies Inc), Fingerhut Companies Inc

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings any Loan Party or any Borrower or any Restricted Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Person that could reasonably be expected, individually or in the aggregate, to result have an adverse determination resulting in a Material Adverse Effect.

Appears in 2 contracts

Samples: Term Loan Agreement (ConvergeOne Holdings, Inc.), Term Loan Agreement (Forum Merger Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.08, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any Holdings, the Borrower or any other Restricted Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could which would reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (AssetMark Financial Holdings, Inc.), Credit Agreement (AssetMark Financial Holdings, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.08, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing (including by email or other electronic means) against or affecting Holdings any of the Loan Parties or any Borrower or any Subsidiary their respective Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) Person that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any Borrowerthe Borrowers, threatened in writing against or affecting Holdings the Borrowers or any Borrower or any Subsidiary of the Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could which would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Caesars Entertainment, Inc.), Credit Agreement (CAESARS ENTERTAINMENT Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, (a) there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that which involve any Loan Document or the Transactions or (ii) that could reasonably which would be expected, individually or in the aggregate, materially likely to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Metris Companies Inc), Pledge Agreement (Metris Companies Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.11, (a) there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Electronic Cigarettes International Group, Ltd.), Credit Agreement (Electronic Cigarettes International Group, Ltd.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits; investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrower, threatened against or affecting Holdings or any Borrower the Parent or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Wellcare Health Plans, Inc.), Credit Agreement (Wellcare Health Plans, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrowerits knowledge, threatened against or affecting Holdings or any Borrower or any Subsidiary it or, in the case of El Paso, the Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Transaction Document or the Transactions or (ii) that that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (El Paso Electric Co /Tx/), Credit Agreement (El Paso Electric Co /Tx/)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary of the Restricted Subsidiaries or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions or (ii) that in each case, which could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Enviva Partners, LP)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.094.12 (the "Litigation Schedule"), there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the best of knowledge of Holdings or any Borrowerthe Borrowers, threatened against or affecting Holdings the Company or any Borrower or any Subsidiary of its Subsidiaries or any business, property Property or rights of the Company or any such person of its Subsidiaries (i) that involve any Loan Investment Document or the Transactions Transaction or (ii) that could reasonably be expected, individually or in the aggregate, as to result in which there is a Material Adverse Effectreasonable possibility of an adverse determination.

Appears in 1 contract

Samples: Investment Agreement (Sunsource Inc)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.094.09, there are not any actions, suits or proceedings at law or in ------------- equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any either Borrower, threatened against or affecting Holdings or any either Borrower or any Subsidiary of the Subsidiaries or any business, business or property or rights of any such person Person that (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there thereThere are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrower, threatened against or affecting Holdings or any Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Cbre Group, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that which could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (GSV Inc /Fl/)

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Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any Borrowerits knowledge, threatened against or affecting Holdings or any Borrower or any Subsidiary it or, in the case of El Paso, the Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (El Paso Electric Co /Tx/)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (LTV Corp)

Litigation; Compliance with Laws. (a1) Except as set forth on Schedule 3.09, there There are not any no actions, suits or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings 106 or any Borrower, threatened in writing against or affecting Holdings Holdings, the Borrowers or any Borrower or any Restricted Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could Person, in each case, which would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Venator Materials PLC)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary of the Restricted Subsidiaries or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.or

Appears in 1 contract

Samples: Credit Agreement

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings Parent or any the Borrower, threatened in writing against Parent or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Ply Gem Holdings Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, proceedings or proceedings investigations at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve the legality or validity of any Specified Loan Document or the Transactions or (ii) that which could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (King Pharmaceuticals Inc)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.094.12 (the "Litigation Schedule"), there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the best of knowledge of Holdings or any Borrowerthe Borrowers, threatened against or affecting Holdings the Company or any Borrower or any Subsidiary of its Subsidiaries or any business, property Property or rights of the Company or any such person of its Subsidiaries (i) that involve any Loan Investment Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, as to result in which there is a Material Adverse Effectreasonable possibility of an adverse determination.

Appears in 1 contract

Samples: Investment Agreement (Sunsource Inc)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.09, there are not any actions, suits suits, proceedings or proceedings arbitrations at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary of its Subsidiaries or any business, business or property or rights of any such person Person that (i) that involve any Loan Document this Agreement or the Transactions or (ii) that could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Kroger Co)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.093.8, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the actual knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any Borrower or the Borrower, any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.or

Appears in 1 contract

Samples: Credit Agreement (Aliant Communications Co)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (GT Solar International, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.093.09(a), there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that involve any Loan Document Document, or the Transactions or (ii) as to which there is a reasonable possibility of an adverse result that could reasonably be expected, individually or in the aggregate, expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Smart Sand, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any arbitrator or Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or material rights of the Borrower or any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.Subsidiary

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.094.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any either Borrower, threatened against or affecting Holdings or any either Borrower or any Subsidiary of the Subsidiaries or any business, business or property or rights of any such person Person that (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.094.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or directly affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that which involve any Loan Document or any of the Transactions or (ii) that which could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Transtar Holdings Lp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.or

Appears in 1 contract

Samples: Bridge Credit Agreement

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits; investigations or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person (i) that 49 involve any Loan Document or the Transactions or (ii) that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Wellcare Health Plans, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any either Borrower, threatened against or affecting Holdings or any either Borrower or any Subsidiary or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) as to which there is a reasonable possibility of an adverse determination and that could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Collateral Agreement (Wesco International Inc)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.094.9, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary of the Borrower or any business, business or property or rights of any such person Person that (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

Litigation; Compliance with Laws. (a) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any Borrowerthe Company, threatened in writing against or affecting Holdings or any Borrower the Company or any Subsidiary of their Subsidiaries or any business, property or rights of any such person (i) that involve any Loan Document or the Transactions or (ii) that which could reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse EffectEffect or materially adversely affect the Transaction.

Appears in 1 contract

Samples: Credit Agreement (Celanese CORP)

Litigation; Compliance with Laws. (ae) Except as set forth on Schedule 3.09, there are not any no actions, suits suits, investigations or proceedings at law or in equity or by or before on behalf of any Governmental Authority or in arbitration now pending pending, or, to the knowledge of Holdings or any the Borrower, threatened in writing against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that involve any Loan Document or the Transactions or (ii) that could would reasonably be expectedexpected to have, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Nuance Communications, Inc.)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.09, there are not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary or any business, property or rights of any such person Person (i) that which involve any Loan Document or the Transactions or (ii) that could reasonably which would be expected, individually or in the aggregate, materially likely to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Agreement (Metris Companies Inc)

Litigation; Compliance with Laws. (a) Except as set forth on in Schedule 3.094.09, there are not any actions, suits or proceedings at law or in ------------- equity or by or before any Governmental Authority now pending or, to the knowledge of Holdings or any the Borrower, threatened against or affecting Holdings or any the Borrower or any Subsidiary of the Subsidiaries or any business, business or property or rights of any such person Person that (i) that involve any Loan Document or the Transactions or (ii) that could reasonably be expectedexpected to, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

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