Common use of Notice of Adverse Proceedings Clause in Contracts

Notice of Adverse Proceedings. Promptly and in any event within one day after any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to result in a Material Adverse Effect or liability of Holdings, any of its Subsidiaries or any of their respective Affiliates in excess of $100,000, individually, or $250,000, in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.), Credit and Guaranty Agreement (ONE Group Hospitality, Inc.)

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Notice of Adverse Proceedings. Promptly and in any event within one day three business days after any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non frivolous non‑frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to result in a Material Adverse Effect or liability of HoldingsCompany, any of its Subsidiaries or any of their respective Affiliates in excess of $100,00050,000, individually, or $250,000, in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (REVA Medical, Inc.)

Notice of Adverse Proceedings. Promptly and in any event within one day daythree days after any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to result in a Material Adverse Effect or liability of Holdings, any of its Subsidiaries or any of their respective Affiliates in excess of $100,000, individually, or $250,000, 250,000,2,000,000 in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, ​ ​ written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;; ​

Appears in 1 contract

Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.)

Notice of Adverse Proceedings. Promptly and in any event within one day five (5) Business Days after any officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could would reasonably be reasonably expected to result in a Material Adverse Effect or liability of Holdingsthe Company, any of its Subsidiaries or any of their respective Affiliates in excess of $100,0002,500,000, individually, or $250,0005,000,000, in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Karyopharm Therapeutics Inc.)

Notice of Adverse Proceedings. Promptly and in any event within one day three days after any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to result in a Material Adverse Effect or liability of Holdings, any of its Subsidiaries or any of their respective Affiliates in excess of $100,000, individually, or $250,000, 2,000,000 in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.)

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Notice of Adverse Proceedings. Promptly and in any event within one day five (5) Business Days after any officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to result in a Material Adverse Effect or liability of Holdingsthe Company, any of its Subsidiaries or any of their respective Affiliates in excess of $100,000500,000, individually, or $250,0001,000,000, in the aggregate for all such Adverse Proceedings or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Veritone, Inc.)

Notice of Adverse Proceedings. Promptly and in any event within one day five days after any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined), could be reasonably expected to result in a Material Adverse Effect or liability of Holdings, Holdings or any of its Subsidiaries or any of their respective Affiliates in excess of $100,000250,000, individually, or $250,000500,000, in the aggregate for all such Adverse Proceedings Proceedings, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company and reasonably able to be provided to the Lenders (subject, among other things, to attorney-client privilege) to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (P10, Inc.)

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