No Pending Material Litigation or Proceedings. Except as set forth on Schedule 5.7, there are no actions, suits or proceedings pending or, to the best of BETA’ knowledge, threatened against or affecting BETA (including actions, suits or proceedings where liabilities may be adequately covered by insurance) at law or in equity or before or by any federal, state, municipal or other governmental department, commission, court, board, bureau, agency or instrumentality, domestic or foreign, or affecting any of the officers or directors of BETA in connection with the business, operations or affairs of BETA, which might result in any adverse change in the business, properties or assets, or in the condition (financial or otherwise) of BETA, or which might prevent the sale of the transactions contemplated by this Agreement. BETA is not subject to any voluntary or involuntary proceeding under the United States Bankruptcy Code and has not made an assignment for the benefit of creditors.
Appears in 4 contracts
Samples: Securities Exchange Agreement (Beta Music Group, Inc.), Securities Exchange Agreement (Beta Music Group, Inc.), Securities Exchange Agreement (Beta Music Group, Inc.)
No Pending Material Litigation or Proceedings. Except as set forth on Schedule 5.73.7, there are no actions, suits or proceedings pending or, to the best of BETA’ the Company's knowledge, threatened against or affecting BETA the Company (including actions, suits or proceedings where liabilities may be adequately covered by insurance) at law or in equity or before or by any federal, state, municipal or other governmental department, commission, court, board, bureau, agency or instrumentality, domestic or foreign, or affecting any of the officers or directors of BETA the Company in connection with the business, operations or affairs of BETAthe Company, which might result in any adverse change in the business, properties or assets, or in the condition (financial or otherwise) of BETAthe Company, or which might prevent the sale of the transactions contemplated by this Agreement. BETA The Company is not subject to any voluntary or involuntary proceeding under the United States Bankruptcy Code and has not made an assignment for the benefit of creditors.
Appears in 1 contract
Samples: Stock Purchase and Exchange Agreement (Marquee Entertainment Inc)