Litigation; Investigations. No litigation, arbitration, proceeding or investigation shall be pending or, to the knowledge of the Borrower, threatened in writing which questions the validity or legality of the transactions contemplated by any Loan Document or seeks a restraining order, injunction or damages in connection therewith, or which, in the reasonable judgment of the Lenders, would reasonably be expected to adversely affect the transactions contemplated hereby or thereby.
Litigation; Investigations. In the event Provider becomes a party to any litigation, investigation or transaction that may reasonably be considered to have a material relationship to this Agreement, Provider shall notify State Agency, in writing, within five (5) business days of when it determined, or should have determined, that such litigation, investigation or transaction may reasonably be considered to have a material relationship to this Agreement.
Litigation; Investigations. To the best of Company's knowledge after diligent inquiry, except to the extent otherwise disclosed to City: (a) there is no civil, criminal, administrative, arbitration or other proceeding, investigation or claim (including, without limitation, proceedings with respect to unfair labor practice matters or labor organization activity matters), pending or threatened against Company or any Affiliated Person, at law or in equity, or before any foreign, federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality (including without limitation any matter involving the granting of a temporary or permanent injunction against Company or any Affiliated Person) that is reasonably likely to have a material adverse effect on the business, operation, properties, assets or financial condition of Company or the System, or which questions the validity or prospective validity of this Agreement, or of any essential element upon which this Agreement depends, or of any action to be taken by Company or any Affiliated Person; (b) no investigation or review by any governmental entity with respect to Company or any Affiliated Person, relating to the System or any of the transactions contemplated hereby is pending or is threatened against Company or any Affiliated Person, nor has any governmental entity indicated to Company or any Affiliated Person an intention to conduct the same; and (c) neither Company nor any Affiliated Person is subject to any outstanding order, writ, injunction or decree which materially and adversely affects the business, operations, properties, assets or financial condition of the System.
Litigation; Investigations. There is no action, suit or proceeding pending (or investigation of which the Company is aware) against or, to the Knowledge of the Company, threatened against or affecting, the Company, any of its Subsidiaries, any present or former officer, director or employee of the Company or any of its Subsidiaries or any Person for whom the Company or any Subsidiary may be liable or any of their respective properties before any court or arbitrator or before or by any Governmental Authority, that, if determined or resolved adversely in accordance with the plaintiff’s demands, would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Company or that in any manner challenges or seeks to prevent, enjoin, alter or materially delay the Merger or any of the other transactions contemplated hereby. There have not been nor are there currently any internal investigations or inquiries being conducted by the Company, the Company’s Board of Directors (or any committee thereof) or any Third Party at the request of any of the foregoing concerning any financial, accounting, tax, conflict of interest, self-dealing, fraudulent or deceptive conduct or other misfeasance or malfeasance issues.
Litigation; Investigations. Except as set forth on Schedule 4.13 hereto, there shall not be any action, suit, investigation or proceeding pending or, to the knowledge of the Borrower threatened in any court or before any arbitrator or Governmental Authority that could reasonably be expected to have a material adverse effect.
Litigation; Investigations. Except as set forth on Schedule 4.11 and in the SEC Reports, there is no action, suit, proceeding or investigation pending or, to the Issuer’s knowledge, currently threatened against the Issuer or any of its Subsidiaries that questions the validity of this Agreement or the right of the Issuer to enter into it, or to consummate the transactions contemplated hereby, or that could reasonably be expected to result, either individually or in the aggregate, in a Material Adverse Effect on the Issuer or any material change in the current equity ownership of the Issuer. The foregoing includes, without limitation, actions pending or, to the Issuer’s knowledge, threatened involving the prior employment of any of the Issuer’s employees or their use in connection with the Issuer’s business of any information or techniques allegedly proprietary to any of their former employers. Neither the Issuer nor any of its Subsidiaries is a party to or subject to the provisions of any order, writ, injunction, judgment or decree of any court or Governmental Authority. Except as set forth in the SEC Reports, there is no action, suit, proceeding or investigation by the Issuer or any of its Subsidiaries currently pending or which the Issuer or any of its Subsidiaries currently intends to initiate, which could reasonably be expected to have a Material Adverse Effect.
Litigation; Investigations. There is no pending, contemplated or, to the Loan Parties' knowledge, threatened action, suit or proceeding by or before any Official Body against or affecting a Loan Party or any of its Subsidiaries which, if adversely decided, would have a Material Adverse Effect. Neither the Borrower nor any Bank Subsidiary is (i) to the Borrower's knowledge, under investigation by any Official Body or (ii) operating under any formal or informal restrictions or understandings imposed by or agreed to in connection with any Official Body.
Litigation; Investigations. Except as disclosed in the Cyclone SEC Documents prior to the date of this Agreement, there are no claims, actions, suits, formal or informal investigations, inquiries or proceedings (or any reasonable basis therefor) pending against, or, to the Knowledge of Cyclone, threatened against or affecting, Cyclone, any of its Subsidiaries, any present or former Cyclone Designated Officer or director of Cyclone or any of its Subsidiaries or any Person for whom Cyclone or any Subsidiary may be liable or any of their respective properties before any court or arbitrator or before or by, before or with any Governmental Authority that, if determined or resolved adversely to Cyclone, would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on Cyclone or that, as of the date of this Agreement, in any manner challenges or seeks to prevent, enjoin, alter or delay the Merger or any of the other transactions contemplated hereby. There has not been nor are there currently any internal investigations or inquiries being conducted by Cyclone, the Board of Directors (or any committee thereof) of Cyclone or any third party at the request of any of the foregoing concerning any financial, accounting, tax, conflict of interest, self-dealing, fraudulent or deceptive conduct or other misfeasance or malfeasance issues.
Litigation; Investigations. Except as set forth on Schedule 4.11 and in the SEC Reports, there is no action, suit, proceeding or investigation pending or, to the Issuer’s knowledge, currently threatened against the Issuer or any of its Subsidiaries that questions the validity of this Agreement or the right of the Issuer to enter into it, or to consummate the transactions contemplated hereby, or that could reasonably be expected to result, either individually or in the aggregate, in a Material Adverse Effect on the Issuer or any material change in the current equity ownership of the Issuer. The foregoing includes, without limitation, actions pending or, to the Issuer’s knowledge, threatened involving the prior employment of any of the Issuer’s employees or their use in connection with the Issuer’s business of any information or techniques allegedly proprietary to any of their former employers. Except as set forth on Schedule 4.11 and in the SEC Reports, neither the Issuer nor any of its Subsidiaries is a party to or subject to the provisions of any order, writ, injunction, judgment or decree of any court or Governmental Authority. Except as set forth in the SEC Reports, there is no action, suit, proceeding or investigation by the Issuer or any of its Subsidiaries currently pending or which the Issuer or any of its Subsidiaries currently intends to initiate, which could reasonably be expected to have a Material Adverse Effect.
Litigation; Investigations. Except for the Filings and as specifically set forth on SCHEDULE 3.07, there are: (i) no claims, actions, suits, investigations or proceedings pending or, to the knowledge of the Sellers, threatened against, relating to, or affecting either of the Sellers, the Business or the Assets, or to the knowledge of the Sellers, any employee, agent, officer or director of either of the Sellers relating to the Business, and (ii) no orders of any Governmental Entity or arbitrator outstanding against either of the Sellers, the Business or the Assets, or to the knowledge of the Sellers, any employee, agent, officer or director of either of the Sellers relating to the Business, or that could prevent or enjoin or delay in any respect, consummation of the Transactions contemplated hereby.
