Common use of Litigation; Defaults Clause in Contracts

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto, there is no action, suit, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any Governmental Authority, which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basis, or (ii) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any obligation which the Company or such Subsidiary has or will have under any Transaction Document. Neither the Company nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writ, determination, arbitration award, or Law (including, without limitation, those relating to labor, employment, occupational health and safety or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basis, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any obligation which the Company or any such Subsidiary will have under any Transaction Document.

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto, there There is (a) no action, suit, or proceeding or investigation pending or, to the knowledge of the CompanyREIT or the Operating Partnership, threatened against or affecting the CompanyREIT, the Operating Partnership, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, or (b) to the knowledge of the REIT or the Operating Partnership, no investigation pending against or affecting the REIT, the Operating Partnership, any of the Subsidiaries, or any properties of any of the foregoing before or by any Governmental Authority, Authority which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company REIT, the Operating Partnership and its the Subsidiaries on a consolidated basis, or (ii) impair the ability of the Company REIT, the Operating Partnership or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company REIT, the Operating Partnership or any such Subsidiary has or will have under any Transaction DocumentDocument to which the REIT, the Operating Partnership or any Subsidiary is a party. Neither the Company REIT, the Operating Partnership nor any of its Subsidiaries Subsidiary is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents, Documents or Partnership Documents or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, including without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company REIT, the Operating Partnership or any of its Subsidiaries Subsidiary or to which the Company REIT, the Operating Partnership or any of its Subsidiaries Subsidiary is bound, or to any properties of the Company REIT, the Operating Partnership or any of its SubsidiariesSubsidiary, except in each case to the extent that such violations or defaults, individually or in the aggregate, could would not reasonably (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company REIT, the Operating Partnership and its the Subsidiaries on a consolidated basis, or (c) impair the ability of the Company REIT, the Operating Partnership or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company REIT, the Operating Partnership or any such Subsidiary has or will have under any Transaction DocumentDocument to which the REIT, the Operating Partnership or any Subsidiary is a party.

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto4.6, there is no action, suit, proceeding or investigation investigation, as to which notice has been served on any REIT Party, pending or, to the knowledge of the CompanyREIT, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company REIT or any of its the Subsidiaries, or any properties of any of the foregoing, before or by any Governmental Authoritycourt or arbitrator or any governmental body, agency or official which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company REIT and its the Subsidiaries on a consolidated basis, or (ii) impair the ability of the Company REIT or any of its Subsidiaries the Operating Partnership to perform fully on a timely basis any material obligation which the Company REIT or such Subsidiary the Operating Partnership has or will have under any Transaction Document. Neither the Company REIT nor any of its Subsidiaries Subsidiary is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents, Partnership Documents or similar documents of any Subsidiary or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, including without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company REIT or any of its Subsidiaries Subsidiary or to which the Company REIT or any of its Subsidiaries Subsidiary is bound, or to any properties of the Company or REIT and any of its SubsidiariesSubsidiary, except in each case to the extent that such violations or defaults, individually or in the aggregate, could would not reasonably be expected to (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company REIT and its Subsidiaries any Subsidiary on a consolidated basis, or (c) impair the ability of the Company or any of its Subsidiaries REIT Party to perform fully on a timely basis any material obligation which the Company such REIT Party has or any such Subsidiary will have under any Transaction Document.

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto4.7 or Schedule -------------------- ------------ -------- 4.19, there is no action, suit, proceeding or investigation pending or, to the ---- knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any Governmental Authoritycourt or arbitrator or any governmental body, agency or official which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (ii) impair the ability of the Company or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company or such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. Neither Except as set forth on Schedule 4.7 or Schedule 4.19, neither the Company nor any of its Subsidiaries ------------ ------------- is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably be expected to (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any material obligation which the Company has or any such Subsidiary will have under any Transaction DocumentDocument to which the Company is a party.

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto4.7 or Schedule 4.18, there is no action, suit, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any Governmental Authoritycourt or arbitrator or any governmental body, agency or official which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisbasis or on the Subsidiaries, individually, or (ii) impair the ability of the Company or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company or such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. Neither Except as set forth on Schedule 4.7 or Schedule 4.18, neither the Company nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, including without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could would not reasonably (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisbasis or on the Subsidiaries, individually, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any material obligation which the Company or any such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. 4.8.

Litigation; Defaults. Except as set forth on Schedule 5.23 heretoSCHEDULE 3.8, there is no action, suit, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any court or arbitrator or any Governmental Authority, Body which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (ii) impair the ability of the Company or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company or such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. Neither Except as set forth on SCHEDULE 3.8, neither the Company nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its respective Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basis, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any obligation which the Company or any such Subsidiary will have under any Transaction Document.be expected to

Litigation; Defaults. Except as set forth on Schedule 5.23 heretoSCHEDULE 4.7 or SCHEDULE 4.9, there is no action, suit, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any court or arbitrator or any Governmental Authority, Body which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (ii) impair the ability of the Company or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company or such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. Neither Except as set forth on SCHEDULE 4.7 or SCHEDULE 4.19, neither the Company nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its respective Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably be expected to (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any material obligation which the Company has or any such Subsidiary will have under any Transaction DocumentDocument to which the Company is a party.

Litigation; Defaults. Except as set forth on Schedule 5.23 hereto4.7 or Schedule -------------------- ------------ -------- 4.19, there is no action, suit, proceeding or investigation pending or, to the ---- knowledge of the Company, threatened against or affecting the Company, any of its Subsidiaries, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its Subsidiaries, or any properties of any of the foregoing, before or by any court or arbitrator or any Governmental Authority, Body which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (ii) impair the ability of the Company or any of its Subsidiaries Subsidiary to perform fully on a timely basis any material obligation which the Company or such Subsidiary has or will have under any Transaction DocumentDocument to which the Company or such Subsidiary is a party. Neither Except as set forth on Schedule 4.7 or Schedule 4.19, ------------ ------------- neither the Company nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its respective Charter Documents, or of any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law ordinance (including, without limitation, those relating to laborzoning, employment, occupational health and safety city planning or similar matters) applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is bound, or to any properties of the Company or any of its Subsidiaries, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably be expected to (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company and its Subsidiaries on a consolidated basisEffect, or (c) impair the ability of the Company or any of its Subsidiaries to perform fully on a timely basis any material obligation which the Company has or any such Subsidiary will have under any Transaction DocumentDocument to which the Company is a party.

Litigation; Defaults. Except as set forth disclosed on Schedule 5.23 4.8 hereto, there is no action, suit, proceeding or investigation pending or, to the knowledge of AAG or the CompanyTrust, threatened against or affecting the Company, any of its Subsidiariesthe Issuers, any director, officer, agent, employee, consultant or other Person acting on the behalf of the Company or any of its their Subsidiaries, or any properties of any of the foregoingtheir respective properties, before or by any Governmental Authoritycourt or arbitrator or any governmental body, agency or official which (individually or in the aggregate) could reasonably be expected to (i) have a Material Adverse Effect on the Company such Issuer and its Subsidiaries on Subsidiaries, taken as a consolidated basiswhole, or (ii) impair the ability of the Company or any of its Subsidiaries Issuer to perform fully on a timely basis any obligation of its respective obligations under the Transaction Documents to which the Company or such Subsidiary has or will have under any Transaction DocumentIssuer is a party. Neither the Company No Issuer nor any of its Subsidiaries is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute such a default under), any term of its Charter Documents. No Issuer, nor any of their Subsidiaries, is in violation of, or in default under (and there does not exist any event or condition which, after notice or lapse of time or both, would constitute a default under), any term of any agreement, Contract, instrument, judgment, decree, writorder, determinationstatute, arbitration awardinjunction, governmental regulation, rule or Law (including, without limitation, those relating to labor, employment, occupational health and safety or similar matters) ordinance applicable to the Company or any of its Subsidiaries or to which the Company or any of its Subsidiaries is boundsuch Issuer, or to any properties of the Company or any of its Subsidiaries, or to which such Issuer, or any of its Subsidiaries, is bound, or of its respective properties, except in each case to the extent that such violations or defaults, individually or in the aggregate, could not reasonably (a) affect the validity or enforceability of any Transaction Document, (b) have a Material Adverse Effect on the Company such Issuer and its Subsidiaries on Subsidiaries, taken as a consolidated basiswhole, or (c) impair the ability of the Company or any of its Subsidiaries such Issuer to perform fully on a timely basis any obligation which the Company such Issuer has or any such Subsidiary will have under any Transaction DocumentDocument to which any Issuer is a party.