No Litigation; Compliance with Law. There is no action, suit or proceeding pending or, to the knowledge of Buyer, threatened against Buyer, or to which Buyer is otherwise a party, at law, in equity, by way of arbitration or before any governmental department, commission, board or agency which, if adversely determined, would reasonably be expected to have a material adverse effect on the ability of Buyer to perform its obligations under this Agreement or to consummate the Transaction contemplated hereby. Buyer is not subject to any order, injunction, judgment or decree of any governmental department, commission, board or agency, except to the extent the same would not reasonably be expected to have a material adverse effect on the ability of Buyer to perform its obligations under this Agreement or to consummate the Transaction contemplated hereby. Buyer is not presently engaged in or aware of any situation which could subject Sellers or Buyer to any litigation, arbitration, order, condemnation proceeding, claim or other legal proceeding or governmental investigation relating to the Transaction or arising out of this Agreement in any way.
No Litigation; Compliance with Law. No litigation is pending, and, to the best of Owner’s knowledge, no litigation or administrative actions are proposed, threatened, or anticipated with respect to any matter affecting the Property or this Agreement. If Owner learns of any litigation or administrative action proposed, threatened, or instituted with respect to the Property or this Agreement, Owner shall give Optionee prompt notice thereof, and Owner shall support any efforts by Optionee to intervene in such proceeding. To Owner’s knowledge, the Property is in compliance with all applicable laws, ordinances, rules, statutes, and regulations, including without limitation all local zoning, subdivision, and land use laws, ordinances, rules, statutes, and regulations.
No Litigation; Compliance with Law. (a) Except for matters affecting the television broadcasting industry generally, and except for those matters set forth in Schedule 3.8(a) hereto, there is no litigation at law or in equity, no arbitration proceeding, and no proceeding before or by any court, commission, agency, or other administrative or regulatory body or authority, pending or, to Seller’s Knowledge, threatened, which would reasonably be expected to have a Material Adverse Effect or materially adversely affect Seller’s ability to perform its obligations in accordance with the terms of this Agreement.
(b) Seller owns, leases and operates its properties and assets relating to the Stations, and carries on and conducts the business and affairs of the Stations, in material compliance with all Laws.
No Litigation; Compliance with Law. Except as set forth on Schedule 4.11:
(a) there is no suit, action, claim, investigation or proceeding pending or, to the knowledge of the officers of 3MC, threatened against or affecting the Contributed Assets or the Business, nor is there (i) any Order or Claim outstanding against 3MC with respect to the Business or (ii) any rule or regulation of any Governmental Authority, any of which has had or would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Business.
(b) 3MC owns and operates, and has owned and operated, the Business and the Contributed Assets and carries on and conducts, and has carried on and conducted, the Business in material compliance with all material Applicable Laws and all Orders. 3MC holds all material Licenses necessary to operate the Business as now conducted and such Licenses are in full force and effect. 3MC is in material compliance with all material Licenses and all of such Licenses are fully assignable to Galaxy.
No Litigation; Compliance with Law. Except as set forth on Schedule 4.11:
(a) there is no suit, action, claim, investigation or proceeding pending or, to the knowledge of the officers of Sellers, threatened against or affecting the Contributed Assets or the Business except for such claims that would not reasonably be expected to have a Material Adverse Effect on the Business, nor is there (i) any Order or Claim outstanding against Sellers with respect to the Business or (ii) any rule or regulation of any Governmental Authority that has had or would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Business.
(b) Sellers own and operate, and have owned and operated, the Business and the Contributed Assets and carry on and conduct, and have carried on and conducted, the Business in material compliance with all Applicable Laws and all Orders. Sellers hold all material Licenses necessary to operate the Business as now conducted and such Licenses are in full force and effect. Sellers are in material compliance with all Licenses and all of the Licenses are fully assignable to GEM.
No Litigation; Compliance with Law. Except as set forth on Schedule 4.7.1, there are no actions, suits, claims, arbitrations, proceedings or investigations pending, threatened or reasonably anticipated against, affecting or involving SCANA, SCANA COMMUNICATIONS, any of the Assets, or the transactions contemplated by this Agreement, at law or in equity, or before or by any court, arbitrator or governmental authority, domestic or foreign. Neither SCANA nor SCANA COMMUNICATIONS is operating under, subject to, or in default with respect to any order, award, writ, injunction, decree, or judgment of any court, arbitrator, or governmental authority which may adversely affect in any material respect the transactions contemplated by this Agreement, the Assets or ITC's use or operation of the Assets.
No Litigation; Compliance with Law. Except as disclosed in Schedule 5, there are no actions, suits, claims, arbitrations, proceedings, or investigations pending, threatened, or reasonably anticipated against, affecting, or involving ITC or the transactions contemplated by this Agreement, at law or in equity, or before or by any court, arbitrator, or governmental authority, domestic or foreign. ITC is not operating under, subject to or in default with respect to any order, award, writ, injunction, decree, or judgment of any court, arbitrator or governmental authority which may adversely affect in any material respect the transactions contemplated by this Agreement or any of its assets.
No Litigation; Compliance with Law. Except as set forth herein or on Schedule 2.6 hereto, (i) Seller is not presently engaged in or aware of any situation which could subject Seller or Buyer to any litigation, arbitration, order, condemnation proceeding, claim or other legal proceeding or governmental investigation relating to the Assets, and (ii) Seller has neither received notice nor has knowledge that any Asset or Seller's use of the same is in violation of any applicable law, statute, rule, regulation, ordinance, order, judgment, writ, injunction or decree of any federal, state, or local government or instrumentality or agency thereof.
No Litigation; Compliance with Law. Except as set forth herein or on Schedule 3.4 hereto, Buyer is not presently engaged in or aware of any situation which could subject Seller or Buyer to any litigation, arbitration, order, condemnation proceeding, claim or other legal proceeding or governmental investigation relating to the Assets or arising out of this Agreement in any way.
