Litigation; Product Liability. (a) Except as set forth on Schedule 3.9(a) of the Disclosure Schedules, there are no claims, actions, suits, administrative, arbitration or other inquiries, investigations or proceedings (collectively, "CASES") pending, or, to Seller's knowledge, threatened, against Seller or any of its subsidiaries or any of their properties, assets and business operations, as of the date hereof, by or before any court, governmental or regulatory authority or by any third party, in each case relating to the Business. Seller is not subject to any judgments, orders or decrees entered in any lawsuits or proceedings that are related to the Business. (b) Except as set forth on Schedule 3.9(b) of the Disclosure Schedules, as of the date hereof, there are no pending, or, to the knowledge of Seller, threatened civil, criminal or administrative actions, suits, demands, claims, notices of violation, investigations, proceedings or demand letters against Seller or any of its subsidiaries relating to any alleged hazard or alleged defect in design, manufacture, materials or workmanship, including any failure to warn or alleged breach of express or implied warranty or representation, relating to any product manufactured, distributed or sold by or on behalf of Seller with respect to the Business. Schedule 3.9(b) of the Disclosure Schedules sets forth, as of the date hereof, a true and complete list of all written, non-uniform product warranties, indemnifications or guarantees with respect to any products manufactured by Seller and sold or distributed by the Business that Seller has extended to any of its customers.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Coherent Inc), Asset Purchase Agreement (Esc Medical Systems LTD), Asset Purchase Agreement (Coherent Inc)
Litigation; Product Liability. (a) Except as set forth on Schedule 3.9(a3.10(a) of the Disclosure Schedules, there are no claims, actions, suits, administrative, arbitration or other inquiries, investigations or proceedings (collectively, "CASES"“Cases”) pending, or, to the Knowledge of Seller's knowledge, threatened, against any member of the Seller Group or any of its subsidiaries or any of their properties, assets and business operations, as of the date hereof, by or before any court, governmental or regulatory authority or by any third party, in each case relating related to the Business. No member of the Seller Group is not subject to any judgments, orders or decrees entered in any lawsuits or proceedings that are related to the Business.
(b) Except as set forth on Schedule 3.9(b3.10(b) of the Disclosure Schedules, as of the date hereof, there are no pending, or, to the knowledge Knowledge of Seller, threatened civil, criminal or administrative actions, suits, demands, claims, notices of violation, investigations, proceedings or demand letters against any member of the Seller or any of its subsidiaries Group relating to any alleged hazard or alleged defect in design, manufacture, materials or workmanship, including any failure to warn or alleged breach of express or implied warranty or representation, relating to any product manufactured, distributed or sold by or on behalf of any member of the Seller Group with respect to the Business. Schedule 3.9(b) of the Disclosure Schedules sets forth, as of the date hereof, a Seller has provided Buyer with true and complete list copies of (or forms of) all written, non-uniform product written warranties, indemnifications or guarantees with respect to any products manufactured by Seller and sold or distributed by the Business Products that Seller Group has extended to any of its customers.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Utstarcom Inc), Asset Purchase Agreement (3com Corp)