Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Company, threatened against or affecting the Parent Guarantor or any Subsidiary or any property of the Parent Guarantor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (b) Neither Constituent Company nor any Subsidiary is (1) in default under any agreement or instrument to which it is a party or by which it is bound, (2) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note and Guaranty Agreement (Americold Realty Trust), Note and Guaranty Agreement (Americold Realty Trust), Note and Guaranty Agreement (Americold Realty Trust)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companyany Obligor, threatened against or affecting the Parent Guarantor any Obligor or any Subsidiary or any property of the Parent Guarantor any Obligor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company No Obligor nor any Subsidiary is (1i) in default under any term of any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) is in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16)) of any Governmental Authority, which default or violation couldviolation, individually or in the aggregate, based on the facts known to the Company, could reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Letter of Credit Agreement (UTi WORLDWIDE INC), Letter of Credit and Cash Draw Agreement (UTi WORLDWIDE INC)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Restricted Subsidiary or any property of the Parent Guarantor Company or any Restricted Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Restricted Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Private Shelf Agreement (MSC Industrial Direct Co Inc), Note Purchase and Private Shelf Agreement (MSC Industrial Direct Co Inc)
Litigation; Observance of Agreements, Statutes and Orders. (a) There Except as disclosed in Schedule 5.8, there are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Subsidiary is (1) in default under any term of any agreement or instrument to which it is a party or by which it is bound, (2) in violation of or any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3) is in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including without limitation Environmental Laws, the USA PATRIOT Patriot Act or any of the other laws and regulations that are referred to in Section 5.16)) of any Governmental Authority, which default or violation couldviolation, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Alliance Resource Partners Lp), Note Purchase Agreement (Alliance Holdings GP, L.P.)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companythe Company or any of its Subsidiaries, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property properties or rights of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Subsidiary is (1i) in default under any term of any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.165.17), which default or violation couldviolation, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (CHS Inc), Note Purchase Agreement (CHS Inc)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companyany Obligor, threatened against or affecting the Parent Guarantor any Obligor or any Subsidiary or any property of the Parent Guarantor any Obligor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company No Obligor nor any Subsidiary is (1i) in default under any term of any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) is in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16)) of any Governmental Authority, which default or violation couldviolation, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.. Roanoke Gas Company Note Purchase Agreement
(b) Neither Constituent the Company nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companythe Issuer, threatened against or affecting the Parent Guarantor Issuer or any Subsidiary or any property of the Parent Guarantor Issuer or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company the Issuer nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase and Private Shelf Agreement (Davey Tree Expert Co)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companyany Obligor, threatened against or affecting the Parent Guarantor any Obligor or any Subsidiary or any property of the Parent Guarantor any Obligor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company No Obligor nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase and Guarantee Agreement (Gramercy Property Trust)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Companythe Parent Guarantor, threatened against or affecting the Parent Guarantor or any Subsidiary or any property of the Parent Guarantor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldwould, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company the Parent Guarantor nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation couldwould, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase and Guaranty Agreement (Aptargroup Inc)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that that, so far as the Company can now reasonably foresee, could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Subsidiary is (1) in default under any agreement or instrument to which it is a party or by which it is bound, (2) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations suits or proceedings pending or, to the best knowledge of either Constituent Companythe Guarantor, threatened against or affecting the Parent Guarantor or any Subsidiary or any property of the Parent Guarantor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.; and
(b) Neither Constituent Company the Guarantor nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority Authority, or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Parent, the Company or any Subsidiary or any property of the Parent Guarantor Parent, the Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Parent, the Company nor any Subsidiary is (1) in default under any agreement or instrument to which it is a party or by which it is bound, (2) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor any Obligor or any other Subsidiary or any property Property of the Parent Guarantor any Obligor or any other Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company nor No Obligor or any other Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable lawLegal Requirement (including, ordinancewithout limitation, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There Except as disclosed in Schedule 5.8, there are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including without limitation Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16)) of any Governmental Authority, which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Subsidiary or any property of the Parent Guarantor Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. Sensient Technologies Corporation Note Purchase Agreement
(b) Neither Constituent the Company nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation couldviolation, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Sensient Technologies Corp)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either the Constituent CompanyCompanies, threatened against or affecting the Parent Guarantor or any Subsidiary or any property of the Parent Guarantor or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent Company the Parent Guarantor nor any Subsidiary is (1a) in default under any agreement or instrument to which it is a party or by which it is bound, (2b) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3c) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note and Guarantee Agreement (Education Realty Operating Partnership L P)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge Knowledge of either Constituent the Company, threatened against or affecting the Parent Guarantor Company or any Significant Subsidiary or any property of the Parent Guarantor Company or any Significant Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that couldthat, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Company nor any Significant Subsidiary is (1) in default under any term of any agreement or instrument to which it is a party or by which it is bound, (2) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, ERISA, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16)) of any Governmental Authority, which default or violation couldviolation, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Note Purchase Agreement (Hawaiian Electric Industries Inc)
Litigation; Observance of Agreements, Statutes and Orders. (a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of either Constituent Parent or the Company, threatened against or affecting the Parent Guarantor Parent, Company or any Subsidiary or any property of the Parent Guarantor Parent, Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Neither Constituent the Parent, Company nor any Subsidiary is (1i) in default under any agreement or instrument to which it is a party or by which it is bound, (2ii) in violation of any order, judgment, decree or ruling of any court, any arbitrator of any kind or any Governmental Authority or (3iii) in violation of any applicable law, ordinance, rule or regulation of any Governmental Authority (including including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract