No Claims, Proceedings, Etc Sample Clauses

No Claims, Proceedings, Etc. 10 Section 5.9 Legal Compliance; Taxes 10 Section 5.10 Material Governmental Permits 10
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No Claims, Proceedings, Etc. Except for the proceeding disclosed in Section 7.5, there are no legal actions, proceedings, claims or arbitrations pending or, to the best of Seller's knowledge, information and belief after due enquiry, threatened against Seller the adverse determination of which, in the aggregate, may impair the validity or enforceability of this Agreement or any of its principal terms or materially adversely affect Seller's ability to complete the transactions contemplated under this Agreement.
Sample 1Sample 2
No Claims, Proceedings, Etc. Except for the proceeding disclosed in Section 7.5, there are no legal actions, proceedings, claims or arbitrations pending or, to the best of the Company's knowledge, threatened against the Company or its Consolidated Subsidiaries (other than Belgacom SA) the adverse determination of which, in the aggregate, may impair the validity or enforceability of this Agreement (or any related agreements) or any of its (or their) principal terms or materially adversely affect the Company's ability to complete the transactions contemplated under this Agreement (or any related agreements).
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No Claims, Proceedings, Etc. There are no legal actions, proceedings, claims or arbitrations pending or, to the best of Buyer's knowledge, information and belief after due enquiry, threatened the adverse determination of which may impair the validity or enforceability of this Agreement (and related agreements) or any of its principal terms or materially adversely affect the financial condition of Buyer or its ability to complete the transactions contemplated under this Agreement (and related agreements).
Sample 1Sample 2
No Claims, Proceedings, Etc. There are no legal actions, proceedings, claims or arbitrations pending or, to the best of Seller's knowledge, information and belief after due enquiry, threatened against Seller which would reasonably be expected to have a material adverse effect on the ability of Seller to consummate the transactions contemplated herein.
Sample 1
No Claims, Proceedings, Etc. Except as set forth on Schedule 3.10 to this Agreement, there are no material legal actions, proceedings, claims or arbitrations pending or, to the best of Seller's knowledge, threatened against the Company, including without limitation, any legal actions, proceedings, claims or arbitrations (other than those brought by Purchaser, the CME Associates or their Affiliates) relating to or arising out of (a) the convening of, or resolutions taken at, any meeting of shareholders of the Company in connection with the issuance of the New Shares and the subscription for such New Shares by the Sellers, or (b) the registrations of the shareholder resolutions and the subscription for the New Shares by Sellers.
Sample 1
No Claims, Proceedings, Etc. There are no legal actions, proceedings, claims or arbitrations pending or, to Purchaser's knowledge, threatened against the Purchaser which would reasonably be expected to have a material adverse effect on the ability of Purchaser to consummate the transactions contemplated herein.
Sample 1
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Related to No Claims, Proceedings, Etc

  • Litigation; Governmental Proceedings There is no action, suit, proceeding, inquiry, arbitration, investigation, litigation or governmental proceeding pending or, to the Company’s knowledge, threatened against, or involving the Company or, to the Company’s knowledge, any executive officer or director which has not been disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus or in connection with the Company’s listing application for the listing of the Public Securities on the Exchange.

  • Legal Proceedings, Etc There are no unsatisfied liabilities for Taxes with respect to any notice of deficiency or similar document received by the Company or any Subsidiary with respect to any Tax (other than liabilities for Taxes asserted under any such notice of deficiency or similar document which are being contested in good faith by the Company or a Subsidiary and with respect to which adequate reserves for payment have been established).

  • Litigation and Proceedings There are no actions, suits, proceedings, or investigations pending or, to the knowledge of the Company after reasonable investigation, threatened by or against the Company or affecting the Company or its properties, at law or in equity, before any court or other governmental agency or instrumentality, domestic or foreign, or before any arbitrator of any kind. The Company does not have any knowledge of any material default on its part with respect to any judgment, order, injunction, decree, award, rule, or regulation of any court, arbitrator, or governmental agency or instrumentality or of any circumstances which, after reasonable investigation, would result in the discovery of such a default.

  • Litigation; Proceedings Except as specifically disclosed in Schedule 3.1(g), there is no action, suit, notice of violation, proceeding or investigation pending or, to the best knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries or any of their respective properties before or by any court, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) which (i) relates to or challenges the legality, validity or enforceability of any of the Transaction Documents, the Shares or the Underlying Shares, (ii) could, individually or in the aggregate, have a Material Adverse Effect or (iii) could, individually or in the aggregate, materially impair the ability of the Company to perform fully on a timely basis its obligations under the Transaction Documents.

  • Litigation; Government Proceedings No action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company, or to the Company’s knowledge, the Sponsor, or any executive officer or director of the Company, or its or their property is pending or, to the knowledge of the Company, threatened that (i) would reasonably be expected to have a material adverse effect on the performance of this Agreement or the consummation of any of the transactions contemplated hereby or (ii) would reasonably be expected to have a Material Adverse Effect, except as set forth in or contemplated in the Statutory Prospectus and the Prospectus (exclusive of any supplement thereto).

  • Suits, Actions, Proceedings If an Event of Default shall occur and be continuing, and whether or not the Agent shall have accelerated the maturity of Loans pursuant to any of the foregoing provisions of this Section 9.2, the Agent or any Bank, if owed any amount with respect to the Loans, may proceed to protect and enforce its rights by suit in equity, action at law and/or other appropriate proceeding, whether for the specific performance of any covenant or agreement contained in this Agreement or the other Loan Documents, including as permitted by applicable Law the obtaining of the ex parte appointment of a receiver, and, if such amount shall have become due, by declaration or otherwise, proceed to enforce the payment thereof or any other legal or equitable right of the Agent or such Bank; and

  • Investigations and Proceedings The parties to this Agreement agree to cooperate fully in any securities regulatory investigation or proceeding or any judicial proceeding with respect to each party’s activities under this Agreement and promptly to notify the other party of any such investigation or proceeding.

  • Actions; Proceedings There are no actions, suits or proceedings pending or, to the knowledge of the Assignor, threatened, before or by any court, administrative agency, arbitrator or governmental body (A) with respect to any of the transactions contemplated by this Assignment Agreement or (B) with respect to any other matter that in the judgment of the Assignor will be determined adversely to the Assignor and will, if determined adversely to the Assignor, materially adversely affect its ability to perform its obligations under this Assignment Agreement.

  • No Actions, Claims, Etc As of the date hereof, each of the Loan Parties hereby acknowledges and confirms that it has no knowledge of any actions, causes of action, claims, demands, damages and liabilities of whatever kind or nature, in law or in equity, against the Administrative Agent, the Lenders, or the Administrative Agent’s or the Lenders’ respective officers, employees, representatives, agents, counsel or directors arising from any action by such Persons, or failure of such Persons to act under the Credit Agreement on or prior to the date hereof.

  • Litigation, Labor Controversies, etc There is no pending or, to the knowledge of the Borrower, threatened litigation, action, proceeding, or labor controversy affecting the Borrower or any of its Subsidiaries, or any of their respective properties, businesses, assets or revenues, which could reasonably be expected to have a Material Adverse Effect, except as disclosed in Item 6.7 ("Litigation") of the Disclosure Schedule.

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