Litigation, Investigations, Orders and Decrees Sample Clauses

Litigation, Investigations, Orders and Decrees. There is no action, claim, suit, investigation, proceeding or examination ("ACTION") pending against or affecting, or to the knowledge of the Company, threatened or reasonably likely to be brought against or affecting, the Company or any Subsidiary of the Company or any of their respective properties before any arbitrator or any Governmental Authority which, individually or in the aggregate, has had or is reasonably likely to have a Material Adverse Effect on the Company or on Chrysalis DNX Transgenic Sciences Corporation ("CHRYSALIS DNX"). The foregoing representation and warranty does not include or relate to any Action, pending or threatened, challenging or seeking to prevent, enjoin, alter or delay the Merger or any of the transactions contemplated by this Agreement. Neither the Company nor any Subsidiary is subject to any outstanding order, writ, injunction or decree which, individually or in the aggregate, would have a Material Adverse Effect on the Company or Chrysalis DNX. Since December 31, 1993, (i) there has not been any Action asserted or, to the knowledge of the Company, threatened before any Governmental Authority against the Company or any Subsidiary of the Company relating to the Company or any of its Subsidiary's method of doing business or its relationship with past, existing or future users or purchasers of any goods or services of the Company or any Subsidiary of the Company which has had, individually or in the aggregate, a Material Adverse Effect on the Company and (ii) neither the Company nor any Subsidiary of the Company has been subject to any outstanding order, writ, injunction or decree relating to the Company's or any of its Subsidiary's method of doing business or its relationship with past, existing or future lessees, users, purchasers, licensees or sublicensees of any Intellectual Property, goods or services of the Company or any Subsidiary of the Company which has had, individually or in the aggregate, a Material Adverse Effect on the Company.
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Litigation, Investigations, Orders and Decrees. Except for any Matter for the Prior Period, except as listed on Schedule 2.14 or Schedule 2.15, for the Relevant Period there are no actions, suits, claims, governmental investigations or arbitration proceedings pending or, to the best of Sheridan and the Company's knowledge, threatened against or affecting the Company, the Company's employed or engaged physicians, nurses, technicians and allied health care professional (individually, a "Health Care Provider" and collectively, the "Health Care Providers") , the Company or the business, assets, prospects or financial condition of the Company, and to the best of Sheridan and the Company's knowledge, there are no facts or circumstances which are reasonably likely to create a basis for any of the foregoing. Except as listed on Schedule 2.14, for the Relevant Period there are no outstanding orders, decrees or stipulations issued by any local, state or federal judicial authority in any proceeding to which the Company are or were a party which may have an adverse effect on any of them.
Sample 1
Litigation, Investigations, Orders and Decrees. Except for any Matter from the Prior Period and except as listed on Schedule 2.14 or Schedule 2.15, for the Relevant Period there are no actions, suits, claims, governmental investigations or arbitration proceedings pending or, to the best of Metropolitan and Metcare's knowledge, threatened against or affecting Metcare, Metcare's employed or engaged physicians, nurses, technicians and allied health care professional (individually, a "Health Care Provider" and collectively, the "Health Care Providers") , Metcare or the business, assets, prospects or financial condition of Metcare, and to the best of Metropolitan and Metcare's knowledge, there are no facts or circumstances which are reasonably likely to create a basis for any of the foregoing. Except as listed on Schedule 2.14, for the Relevant Period there are no outstanding orders, decrees or stipulations issued by any local, state or federal judicial authority in any proceeding to which Metcare are or were a party which may have an adverse effect on any of them.
Sample 1
Litigation, Investigations, Orders and Decrees. There are no ---------------------------------------------- actions, suits, claims, governmental investigations or arbitration proceedings pending or, to the best of MAVERICK's knowledge, threatened against or affecting MAVERICK's business, assets, prospects or financial condition that may have an adverse effect on the Shares, and to the best of SJI's knowledge, there are no facts or circumstances which are reasonably likely to create a basis for any of the foregoing. There are no outstanding orders, decrees or stipulations issued by any local, state or federal judicial authority in any proceeding to which MAVERICK is or was a party which may have an adverse effect on MAVERICK.
Sample 1
Litigation, Investigations, Orders and Decrees. There are no ---------------------------------------------- actions, suits, claims, governmental investigations or arbitration proceedings pending or, to the best of the Company's knowledge, threatened against or affecting the Company's business, assets, prospects or financial condition that may have an adverse effect on the Shares, and to the best of the Company's knowledge, there are no facts or circumstances which are reasonably likely to create a basis for any of the foregoing. There are no outstanding orders, decrees or stipulations issued by any local, state or federal judicial authority in any proceeding to which the Company is or was a party which may have an adverse effect on the Company.
Sample 1

Related to Litigation, Investigations, Orders and Decrees

  • Litigation; Decrees (i) Except as disclosed by the Servicer to the Customer in writing on or prior to the date hereof, there are no claims, actions, suits, arbitrations or other proceedings or investigations (i) pending or, to the best knowledge of the Servicer, threatened, by or against or affecting the Servicer, and (ii) pending, or to the best knowledge of the Servicer, threatened, by or against or affecting the Servicer, related to the transactions contemplated by this Servicing Agreement.

  • Litigation and Investigations Promptly after (i) the occurrence thereof, notice of the institution of or any material adverse development in any material action, suit or proceeding or any governmental investigation or any arbitration, before any court or arbitrator or any governmental or administrative body, agency or official, against any Consolidated Company, or any material property of any thereof, or (ii) actual knowledge thereof, notice of the threat of any such action, suit, proceeding, investigation or arbitration;

  • Investigations; Litigation There is no investigation or review pending (or, to the knowledge of Parent, threatened) by any Governmental Entity with respect to Parent or any of its Subsidiaries which would have, individually or in the aggregate, a Parent Material Adverse Effect, and there are no actions, suits, inquiries, investigations or proceedings pending (or, to Parent’s knowledge, threatened) against or affecting Parent or its Subsidiaries, or any of their respective properties at law or in equity before, and there are no orders, judgments or decrees of, or before, any Governmental Entity, in each case which would have, individually or in the aggregate, a Parent Material Adverse Effect.

  • Litigation and Government Claims There is no pending suit, claim, action or litigation or administrative, arbitration or other proceeding or governmental investigation or inquiry against OSI or Outback which would, severally or in the aggregate, have a material adverse effect on the business, results of operations, assets or the condition, financial or otherwise, of OSI and its subsidiaries, taken as a whole. There are no such proceedings threatened or, to the knowledge of OSI or Outback, contemplated or any unasserted claims (whether or not the potential claimant may be aware of the claim), which might, severally or in the aggregate have a material adverse effect on the business, results of operations, assets or the condition, financial or otherwise, of OSI and its subsidiaries, taken as a whole.

  • Litigation; Governmental Orders (a) There are no claims, actions, causes of action, demands, lawsuits, arbitrations, inquiries, audits, notices of violation, proceedings, litigation, citations, summons, subpoenas, or investigations of any nature, whether at law or in equity (collectively, “Actions”) pending or, to Seller’s knowledge, threatened against or by the Company, Seller, or any Affiliate of Seller: (i) relating to or affecting the Company or any of the Company’s properties or assets; or (ii) that challenge or seek to prevent, enjoin, or otherwise delay the transactions contemplated by this Agreement. No event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action.

  • Litigation and Orders There is no Proceeding pending or, to Buyer’s Knowledge, Threatened against Buyer, as of the date of this Agreement, that, if decided adversely to Buyer, will materially and adversely affect Buyer’s ability to consummate the transactions contemplated herein. As of the date of this Agreement, Buyer is not subject to any Order that will materially and adversely affect Buyer’s ability to consummate the transactions contemplated herein.

  • Audits, Investigations or Claims To the knowledge of the Company, no deficiencies for Taxes of the Company or the Company Subsidiary have been claimed, proposed or assessed by any taxing or other governmental authority. There are no pending or, to the knowledge of the Company, threatened audits, assessments or other Actions for or relating to any Liability in respect of Taxes of the Company or the Company Subsidiary, and there are no matters under discussion with any governmental authorities, or known to the Company, with respect to Taxes that are likely to result in an additional Liability for Taxes with respect to the Company or the Company Subsidiary. Audits of federal, state, local and foreign Tax Returns by the relevant taxing authorities have been completed for the periods set forth on Disclosure Schedule 3.23(c) and, except as set forth in such Disclosure Schedule, none of the Company, the Company Subsidiary and their predecessors have been notified that any taxing authority intends to audit a Tax Return for any other period.

  • Legal Proceedings; Governmental Orders (a) There are no Actions pending or, to Seller’s Knowledge, threatened (a) against or by the Company affecting any of its properties or assets (or by or against Seller or any Affiliate thereof and relating to the Company); or (b) against or by the Company, Seller or any Affiliate of Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. No event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Action.

  • Investigations and Remediations Lessor shall retain the responsibility and pay for any investigations or remediation measures required by governmental entities having jurisdiction with respect to the existence of Hazardous Substances on the Premises prior to the Start Date, unless such remediation measure is required as a result of Lessee's use (including "Alterations", as defined in Paragraph 7.3(a) below) of the Premises, in which event Lessee shall be responsible for such payment. Lessee shall cooperate fully in any such activities at the request of Lessor, including allowing Lessor and Lessor's agents to have reasonable access to the Premises at reasonable times in order to carry out Lessor's investigative and remedial responsibilities.

  • Complaints and Investigations Pacific Mutual, PEN, Selling Broker-Dealer and General Agent agree to cooperate fully in any insurance regulatory investigation or proceeding or judicial proceeding arising in connection with the Contracts distributed under this Agreement. Pacific Mutual, PEN, Selling Broker-Dealer and General Agent further agree to cooperate fully in any securities regulatory investigation or proceeding with respect to Pacific Mutual, PEN, Selling Broker-Dealer and General Agent, their affiliates and their agents or representatives to the extent that such investigation or proceeding is in connection with the Contracts distributed under this Agreement. Without limiting the foregoing:

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