NO DEFAULTS; NO LITIGATION Sample Clauses

NO DEFAULTS; NO LITIGATION. The Company is not in violation of its Certificate of Incorporation, or Bylaws or in material default in the performance of observance of any obligation, agreement, covenant or condition contained in any material contract, indenture, mortgage, loan agreement, deed, trust, note, lease, sublease, voting agreement, voting trust, or other instrument or material agreement to which the Company is a party which, singly or in the aggregate, could reasonably be expected to result in any material adverse change in the condition, financial or otherwise, or in the business affairs or business prospects of the Company. There is no action, suit or proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or, to the knowledge of the Company, threatened against or affecting the Company which, singly or in the aggregate, could reasonably be expected to result in any material adverse change in the condition, financial or otherwise, or in the business affairs or business prospects of the Company.
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NO DEFAULTS; NO LITIGATION. Neither the Borrower nor any of its Subsidiaries is in breach of or in default under any agreement to which it is a party or which is binding on it or any of its or their assets, which breach or default could reasonably be expected to have a Material Adverse Effect on the Borrower and its Consolidated Subsidiaries, taken as a whole; and no action or administrative proceeding before any court, arbitration tribunal or governmental agency has been commenced or, to the Borrower's knowledge, threatened against the Borrower or any Subsidiary, or any assets of any of them, in which an adverse decision could reasonably be expected to have a Material Adverse Effect on the Borrower and its Consolidated Subsidiaries, taken as a whole. As of the Second Restatement Date, SCHEDULE 5 sets forth a summary of each such action or administrative proceeding before any court, arbitration tribunal or governmental agency pending or, to the knowledge of the Borrower, threatened in writing, as of the Second Restatement Date which action or proceeding may result in liability to the Borrower and/or any Subsidiary in an amount in excess of DM 10,000,000 (Deutsche Mark Ten Million). As of the Second Restatement Date, xxxept as may be set forth on SCHEDULE 5, neither NL Industries nor Kronos nor any other Affiliate of the Borrower is in breach of or default under any of (a) the Indentures or the senior secured notes or senior secured discount notes issued by NL Industries thereunder, (b) the "First-Tier Senior Mirror Note" or the "First-Tier Discount Mirror Note" (as such terms are defined in the Indentures) or (c) the Mirror Notes issued by the Borrower.
Sample 1
NO DEFAULTS; NO LITIGATION. There does not exist under the Kendall Purchase Agreement, the MGE Purchase Agreement, the WPPI Purxxxxx Xgreement or the Fuel Supply Agreement any violation, breach or event of default, or event or condition that, after notice or lapse of time or both, would constitute a material violation, breach or event of default thereunder on the part of Rainy River or, to Rainy River's actual knowledge, any other Person. Rainy River has not received any notice and has no actual knowledge of any claim alleging any such violation, breach or default. There are no suits, actions, claims, complaints, litigation, investigations or legal or administrative or arbitration proceedings pending or, to the actual knowledge of Rainy River, threatened, whether at law or in equity, before or by any federal, foreign, state, local or other Governmental Entity which would reasonably be likely to materially affect this Agreement or the Existing Agreements or any other agreements, documents and instruments to be executed in connection herewith. There are no material judgments, decrees, injunctions, rulings, awards or orders of any Governmental Entity against Rainy River or any of its Affiliates, or relating to or affecting this Agreement, the Existing Agreements, or any other agreements, documents and instruments to be executed in connection herewith.
Sample 1

Related to NO DEFAULTS; NO LITIGATION

  • No Litigation No action, proceeding, investigation, regulation or legislation shall have been instituted, threatened or proposed before any court, governmental agency or legislative body to enjoin, restrain or prohibit, or to obtain damages in respect of, or which is related to or arises out of this Agreement or the consummation of the transactions contemplated hereby.

  • Solvency; No Litigation, Violation, Indebtedness or Default (a) Borrower is solvent, able to pay its debts as they mature, has capital sufficient to carry on its business and all businesses in which it is about to engage, and (i) as of the Closing Date, the fair present saleable value of its assets, calculated on a going concern basis, is in excess of the amount of its liabilities and (ii) subsequent to the Closing Date, the fair saleable value of its assets (calculated on a going concern basis) will be in excess of the amount of its liabilities.

  • No Litigation, Etc No suit, action or other proceeding, investigation, or injunction or final judgment relating thereto, shall be pending or threatened before any court or governmental agency in which it is sought to restrain or prohibit or to obtain damages or other relief in connection with any of the Transaction Documents or the consummation of the Transaction.

  • No Litigation Pending There is no action, suit, proceeding or investigation pending or threatened against the Servicer which, either in any one instance or in the aggregate, may result in any material adverse change in the business, operations, financial condition, properties or assets of the Servicer, or in any material impairment of the right or ability of the Servicer to carry on its business substantially as now conducted, or in any material liability on the part of the Servicer, or which would draw into question the validity of this Agreement or of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or which would be likely to impair materially the ability of the Servicer to perform under the terms of this Agreement;

  • No Litigation Threatened No action or proceedings shall have been instituted or threatened before a court or other government body or by any public authority to restrain or prohibit any of the transactions contemplated hereby.

  • No Material Litigation No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrower, threatened by or against the Borrower or any of its Subsidiaries or against any of their respective properties or revenues (a) with respect to any of the Loan Documents or any of the transactions contemplated hereby or thereby, or (b) that could reasonably be expected to have a Material Adverse Effect.

  • Material Litigation Promptly after the commencement thereof, notice of all actions, suits, investigations, litigation and proceedings before any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, affecting any Loan Party or any of its Subsidiaries of the type described in Section 4.01(f), and promptly after the occurrence thereof, notice of any material adverse change in the status or the financial effect on any Loan Party or any of its Subsidiaries of the Material Litigation from that described on Schedule 4.01(f) hereto.

  • No Threatened or Pending Litigation On the Closing Date, no suit, action or other proceeding, or injunction or final judgment relating thereto, shall be threatened or be pending before any court or governmental or regulatory official, body or authority in which it is sought to restrain or prohibit or to obtain damages or other relief in connection with this Agreement or the consummation of the transactions contemplated hereby, and no investigation that might result in any such suit, action or proceeding shall be pending or threatened.

  • Officer's Knowledge of Default Upon any Executive Officer of the Borrower obtaining knowledge of any Default or Event of Default hereunder or under any other obligation of the Borrower or any Subsidiary to any Lender, or any event, development or occurrence which could reasonably be expected to have a Material Adverse Effect, cause such officer or an Authorized Representative to promptly notify the Administrative Agent of the nature thereof, the period of existence thereof, and what action the Borrower or any Subsidiary proposes to take with respect thereto.

  • Pending or Threatened Litigation There shall not be pending nor shall there be threatened any legal proceeding commenced by any governmental body, or any other person or entity, in which there is sought any order, injunction, ruling or decree by a court or administrative agency of competent jurisdiction, that would prohibit the consummation of the transactions contemplated by this Agreement, or that would impair materially the ability of Purchaser to realize the benefits of such transaction.

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