Common use of Litigation; No Material Adverse Effect Clause in Contracts

Litigation; No Material Adverse Effect. (a) As of the Closing Date, except as disclosed in Schedule 3.05, there is no litigation, arbitration or governmental investigation, proceeding or inquiry pending against or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary as to which there is a reasonable possibility of an adverse determination (i) which could reasonably be expected to have a material adverse effect on the business, assets (including the assets or business to be contributed to the Borrower and its Subsidiaries pursuant to the Contribution and the IPO), financial condition, or operations of the Borrower and its Restricted Subsidiaries, taken as a whole, after giving effect to the Contribution and the IPO, or (ii) which seeks to prevent, enjoin or delay the Contribution or IPO or the making of the initial Loans hereunder, if any. (b) As of the Availability Date, since December 31, 2012, there has been no Material Adverse Effect.

Litigation; No Material Adverse Effect. (a) As of the Closing Date, except as set forth in the Closing Date SEC Reports or as disclosed in Schedule 3.053.5, there is no litigation, arbitration or governmental investigation, proceeding or inquiry pending against or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary as to which there is a reasonable possibility of an adverse determination (i) which could reasonably be expected to have a material adverse effect on the business, assets (including the assets or business to be contributed to the Borrower and its Subsidiaries pursuant to the Contribution and the IPO), financial condition, or operations of the Borrower and its Restricted Subsidiaries, taken as a whole, after giving effect to the Contribution and the IPO, or (ii) which seeks to prevent, enjoin or delay the Contribution or IPO or the making of the initial Loans hereunder, if any. (b) As of the Availability Date, since December 31, 2012, there has been no Material Adverse Effect.