Litigation; Governmental Orders. (a) Except as set forth in Schedule 3.9(a), there is no material Action pending, or to the Knowledge of the Seller, threatened since January 1, 2014 by or against the Seller or any of its Affiliates (a) relating to or affecting the Business, the Transferred Assets or the Assumed Liabilities; or (b) that would affect the legality, validity or enforceability of this Agreement or any Ancillary Agreement or the consummation of the transactions contemplated hereby or thereby.
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Samples: Asset Purchase Agreement (Grifols SA), Asset Purchase Agreement (Hologic Inc)
Litigation; Governmental Orders. (a) Except as set forth in Schedule 3.9(a)4.13, there is are no material Action pendingpending or, or to the Knowledge of the SellerSeller Companies, threatened since January 1threatened, 2014 Actions by any Person or against the Seller or any of its Affiliates (a) Governmental Authority against, relating to or otherwise affecting any Seller Company (with respect to the Business, the Transferred Purchased Assets or the Assumed Liabilities; or (bBusiness) that would affect the legality, validity or enforceability of this Agreement or any Ancillary Agreement or the consummation Business or to which any of the transactions contemplated hereby or therebyPurchased Assets are subject, and there is no reasonable basis for any such Action.
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Litigation; Governmental Orders. (a) Except as set forth in Schedule 3.9(a)4.13 hereto, there is are no material Action pendingpending or, or to the Knowledge of the Seller, threatened since January 1, 2014 material Actions by any Person or Governmental Authority against or relating to the Seller with respect to the Business or to which any of its Affiliates (a) relating to or affecting the Business, the Transferred Purchased Assets or the Assumed Liabilities; or (b) that would affect the legality, validity or enforceability of this Agreement or any Ancillary Agreement or the consummation of the transactions contemplated hereby or therebybeing sold by it are subject.
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Litigation; Governmental Orders. (a) Except as set forth in Schedule 3.9(a)4.9 hereto, there is are no material Action pendingpending or, or to the Knowledge of the Seller, threatened since January 1, 2014 Actions by any Person or Governmental Authority against or relating to Seller with respect to the Seller Business or to which any of its Affiliates (a) relating the Assets being sold by it are subject, other than those which would not reasonably be expected to or affecting the Business, the Transferred Assets or the Assumed Liabilities; or (b) that would affect the legality, validity or enforceability of this Agreement or any Ancillary Agreement or the consummation of the transactions contemplated hereby or therebyhave a Material Adverse Effect.
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