No Litigation; Proceedings Sample Clauses

No Litigation; Proceedings. Except as set forth on Schedule 7.04(e), there are no pending or, to the Starwood Parties' Knowledge, threatened actions, suits, proceedings or claims against or affecting the Trust at Law or in equity or before or by any (Government Entity which would prevent or impair the transactions contemplated hereby.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
No Litigation; Proceedings. There shall be no action, suit, or proceeding threatened, instituted or pending before any court or quasi-judicial or administrative agency of any federal, state, local, or foreign jurisdiction (other than those set forth on the Litigation Schedule attached hereto as Schedule 5.8) wherein an unfavorable judgment, order, decree, stipulation, injunction, or charge would (a) prevent or enjoin the consummation of purchase of SDI Stock contemplated by this Agreement, (b) cause the purchase of the SDI Stock to be rescinded following consummation, or (c) affect adversely the right of the Company to own, operate, or control its business or assets (and no such judgment, order, decree, stipulation, injunction, or charge shall be in effect).
Sample 1
No Litigation; Proceedings. There shall be no action, suit, or proceeding threatened, instituted or pending before any court or quasi-judicial or administrative agency of any federal, state, local or foreign jurisdiction, wherein an unfavorable judgment, order, decree, stipulation, injunction, or charge would prevent or enjoin the consummation of the purchase of the SDI Stock by Purchaser at or following the Third Closing, or the consummation of the debt financing contemplated by the Bank Agreement, or the subordinated debt financing contemplated by the Subordinated Loan Agreement.
Sample 1
No Litigation; Proceedings. There are no pending or, to Buyer's knowledge, overtly threatened investigations, actions, suits, proceedings or claims against or affecting any Patriot/Wyndham Entity at law or in equity or before or by any Government Entity which, if determined adversely, would have a Material Adverse Effect on Buyer or a material adverse effect on the financial condition or results of operations of such other Patriot/Wyndham Entity, as the case may be, or adversely affect the ability of any Patriot/Wyndham Entity to consummate the transactions contemplated by the Transaction Documents to which it is a party.
Sample 1
No Litigation; Proceedings. There shall be no action, suit, or proceeding threatened, instituted or pending before any court or quasi-judicial or administrative agency of any federal, state, local, or foreign jurisdiction (other than those set forth on the attached Litigation Schedule) wherein an unfavorable judgment, order, decree, stipulation, injunction, or charge would (A) prevent or enjoin the consummation of any or the transactions contemplated by this Agreement (including, without limitation, the purchase or Class A Common by the Purchasers and the consummation of the debt financing contemplated by the Bank Agreement, the Subordinated Loan Agreement, the SMS Contingency Facility and the Government Financing Package), (B) cause any of the transactions contemplated by this Agreement to be rescinded following consummation, or (C) affect adversely the right of the Company to own, operate, or control the Project (and on such judgment, order, decree, stipulation, injunction, or charge shall be in effect).
Sample 1
No Litigation; Proceedings. There are no pending or, to Buyer's knowledge, threatened investigations, actions, suits, proceedings or claims against or affecting Buyer at law or in equity or before or by any Government Entity which, if determined adversely, would have a material adverse impact on Buyer or the transactions contemplated hereby.
Sample 1

Related to No Litigation; Proceedings

  • 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.

  • 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;

  • Litigation; Proceedings Except as specifically disclosed in the Disclosure Materials, 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) adversely affects or challenges the legality, validity or enforceability of any Transaction Document or the Securities or (ii) could, individually or in the aggregate, have or result in a Material Adverse Effect.

  • 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 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.

  • Arbitration Proceedings Arbitration between the parties will be subject to the following:

  • No Proceedings or Litigation No action, suit or proceeding before any arbitrator or any governmental authority shall have been commenced, and no investigation by any governmental authority shall have been threatened, against the Company or any Subsidiary, or any of the officers, directors or affiliates of the Company or any Subsidiary seeking to restrain, prevent or change the transactions contemplated by this Agreement, or seeking damages in connection with such transactions.

  • 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 has no knowledge of any default on its part with respect to any judgment, order, writ, injunction, decree, award, rule or regulation of any court, arbitrator, or governmental agency or instrumentality, or any circumstance which after reasonable investigation would result in the discovery of such default.

  • Suits and Proceedings To Seller’s Knowledge, except as listed in Exhibit H, there are no legal actions, suits or similar proceedings pending and served, or threatened in writing against Seller or the Property which (i) are not adequately covered by existing insurance and (ii) if adversely determined, would materially and adversely affect the value of the Property, the continued operations thereof, or Seller’s ability to consummate the transactions contemplated hereby.

  • Complaints and Proceedings (a) The Trust and/or the Distributor shall immediately notify the Company of: (i) the issuance by any court or regulatory body of any stop order, cease and desist order, or other similar order (but not including an order of a regulatory body exempting or approving a proposed transaction or arrangement) with respect to the Trust's Registration Statement or the Prospectus of any Series or Class; (ii) any request by the SEC for any amendment to the Trust's Registration Statement or the Prospectus of any Series or Class; (iii) the initiation of any proceedings for that purpose or for any other purposes relating to the registration or offering of the Trust shares; or (iv) any other action or circumstances that may prevent the lawful offer or sale of Trust shares or any Class or Series in any state or jurisdiction, including, without limitation, any circumstance in which (A) such shares are not registered and, in all material respects, issued and sold in accordance with applicable state and federal law or (B) such law precludes the use of such shares as an underlying investment medium for the Contracts. The Trust will make every reasonable effort to prevent the issuance of any such stop order, cease and desist order or similar order and, if any such order is issued, to obtain the lifting thereof at the earliest possible time.

Time is Money Join Law Insider Premium to draft better contracts faster.