Common use of No Material Applicable Laws or Proceedings Clause in Contracts

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no Except as set forth in the Public Disclosure, (i) Applicable Law that is to the best of the Obligors’ knowledge, no applicable legislation has been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the CompanyIssuer’s knowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyObligors, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering Placement or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is has been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Placement Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the Closing Date Applicable Time and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities governmental authorities or threatened by others (collectively, “Proceedings”), that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering or any offering of the Transactions Placement Shares or (B) wouldcould reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions transactions contemplated hereby or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the Closing Date Date, and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the First Closing Date or the Option Closing Date, as applicable, and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the First Closing Date or the Option Closing Date, as applicable, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is has have been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities shares of Common Stock in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledgeKnowledge, is pending or contemplated as of the Closing Date contemplated, and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandumthere is no legal, administrative, arbitral or other proceeding, action, claim, suit, demand, hearing, arbitration, mediation, governmental or regulatory investigation or audit, notice of violation or deficiency, or proceeding pending pending, or, to the knowledge Knowledge of the Company, Company threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) ), and (iii) of this paragraph (ASection 2(i) would, as of would at the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering Exchange or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, Company or any of the Subsidiaries threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and would at the Closing Date, Date restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the applicable Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened in writing by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued or is pending and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the First Closing Date or the Option Closing Date, as applicable, and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the First Closing Date or the Option Closing Date, as applicable, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions transactions contemplated hereby or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is be pending or contemplated as of the applicable Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect, except, with respect to this clause (B), as otherwise disclosed in the Time of Sale Document and the Final Offering Memorandum.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is has been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph paragraph, (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is has been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Subordinated Notes in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, after due inquiry, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering MemorandumPreviously Disclosed, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Datehereof, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.. (o)

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the First Closing Date or the Option Closing Date, as applicable, and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the First Closing Date or the Option Closing Date, as applicable, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no Except as set forth in the Public Disclosure, (i) Applicable Law that is to the best of the Obligors’ knowledge, no applicable legislation has been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the CompanyIssuer’s knowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyObligors, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering Placement or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.. (o)

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at on the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the Closing applicable Delivery Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at on the Closing applicable Delivery Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Offered Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering offering of the Offered Securities or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted adopted, passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering MemorandumPreviously Disclosed, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at on the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is be pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, Company or any of the Subsidiaries threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at on the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) Applicable Law that is enacted, adopted or issued, (ii) stop order suspending the qualification or exemption from qualification of any of the Securities Offered Shares in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledge, is pending or contemplated as of the First Closing Date or the Option Closing Date, as applicable, and (iii) except as disclosed in the Registration Statement, the Time of Sale Document Prospectus and the Final Offering MemorandumProspectus, action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”)others, that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the First Closing Date or the Option Closing Date, as applicable, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions transactions contemplated hereby or (B) would, individually or in the aggregate, have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction that has shall have been issued and no proceeding for that purpose has shall have been commenced or, to the Company’s knowledge, is after due inquiry, be pending or contemplated as of the applicable Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the CompanyCompany or any of the Subsidiaries, after due inquiry, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, would restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) wouldwould reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

No Material Applicable Laws or Proceedings. There is no (i) No Applicable Law that is has been enacted, adopted adopted, issued or issuedpassed, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Notes in any jurisdiction that has been issued and no proceeding for that purpose has been commenced or, to the Company’s knowledgeKnowledge, is pending or contemplated as of the Closing Date and (iii) except as disclosed in the Time of Sale Document and the Final Offering Memorandum, there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company’s Knowledge, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”), ) that, with respect to clauses (i), (ii) and (iii) of this paragraph (A) would, as of the date hereof and at the Closing Date, restrain, enjoin, prevent or interfere with the consummation of the Offering or any of the Transactions or (B) would, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.