Outstanding Litigation. MetroCorp will accrue for any costs and expenses, including legal fees and expenses and settlement costs, related to the outstanding lawsuits set forth in Schedule 3.15, as such schedule may be updated, as specified in such schedule, or if no such amount is specified, as mutually agreed by East West and MetroCorp. No accrual will be required for any lawsuit (a) arising out of or related to the transactions contemplated by this Agreement or (b) that is settled or dismissed in any final, binding and nonappealable proceeding after payment of all related fees, costs and expenses owed by MetroCorp or any Subsidiary thereof.
Outstanding Litigation. Seller and Xxxxx shall have confirmed that all pending litigation involving the Acquired Company currently being responded to by insurance (as set forth on
Outstanding Litigation. Seller and Xxxxx shall have confirmed that all pending litigation involving the Acquired Company currently being responded to by insurance (as set forth on Schedule 1.1) shall continue to be responded to by insurance on behalf of the Acquired Company post-Closing, with no further action required on the part of Seller, Buyer and/or the Acquired Company.
Outstanding Litigation. Oakwood shall accrue for any reasonable costs and expenses, including legal fees and expenses and settlement costs, related to the outstanding Proceedings set forth in Section 3.5 of the Oakwood Disclosure Schedules (other than the Escrow Litigation), as such schedule may be updated, as specified in such schedule, or if no such amount is specified, as jointly determined by Oakwood and BFST. No accrual will be required for any Proceeding that is settled or dismissed in any final, binding and non-appealable Proceeding after payment of all related fees, costs and expenses owed by Oakwood or any of its Subsidiaries.
Outstanding Litigation. The Company is presently in the process of settling an outstanding litigation claim with Ignite Advertising for a claim in the amount of approximately $400,000.00. The Company has agreed to issue 376,600 shares to Ignite Advertising with registration rights. Each prospective investor in the Company should understand that this settlement and the issuance of shares pursuant thereto will constitute a dilution factor to investors and existing shareholders and may reduce the ability of the Company to raise future capital. These matter and other litigation risks are more fully discussed under the "Litigation Section."
Outstanding Litigation. As of the Additional Loans Funding Date, all outstanding claims, suits, litigation and other proceedings set forth on the Litigation Annex (excluding any such outstanding claims, suits, litigation and other proceedings approved by the Administrative Agent (at the direction of the Lenders in their sole and absolute discretion) shall have been settled for an aggregate amount not to exceed $1,000,000.
Outstanding Litigation. Notwithstanding anything contained in this Agreement to the contrary, Sellers shall have the right to defend the matters set forth on Schedule 3.12. Buyer shall have the right to participate in such defense, at its expense. Sellers shall provide to Buyer copies of any pleadings, correspondence or other documents produced in connection with such matters. Sellers shall not settle any such matter without the prior written consent of Buyer, which consent shall not be unreasonably withheld.
Outstanding Litigation. Beeville shall accrue for any reasonable costs and expenses, including legal fees and expenses and settlement costs, related to the outstanding Proceedings set forth in Section 3.5 of the Beeville Disclosure Schedules, as such schedule may be updated, as specified in such schedule, or if no such amount is specified, as jointly determined by Beeville and Spirit. No accrual will be required for any Proceeding that is settled or dismissed in any final, binding and non-appealable Proceeding after payment of all related fees, costs and expenses owed by Beeville or any of its Subsidiaries.
Outstanding Litigation. The Company shall be satisfied in its sole discretion that, as of the Closing Date, there is not any action, suit or other Legal Proceeding affecting Parent or Merger Sub, it being understood that on or before the Closing Date, Parent shall have either (A) fully and finally resolved the Legal Proceeding pending in the Montmagny district of Québec as of the date hereof under (file # 000-00-000000-000) (the “Ongoing Parent Proceeding”) and any Legal Proceeding related thereto, or (B) delivered to the Company duly executed undertaking, personal guarantees and indemnities from Xxxxx Xxxxxxxxxx (which shall be in a form satisfactory to the Company, in its sole discretion) to (a) personally assume carriage of the Ongoing Parent Proceeding and any Legal Proceeding related thereto, (b) use their best efforts to fully and finally resolve the Ongoing Parent Proceeding and any Legal Proceeding related thereto, and (c) assume all costs and expenses associated with the Ongoing Parent Proceeding and any Legal Proceeding related thereto.
Outstanding Litigation. To Seller’s knowledge, there are no causes of action, suits or judgments against Seller or the Property which would delay or prohibit the sale.
