Proceedings and Judgments. 24 3.20 Insurance..........................................................................................24 3.21
Proceedings and Judgments. 3.19.1 Except as set forth on Schedule 3.19: (i) no Proceeding relating to the Business is currently pending or, to the knowledge of each Company and the Shareholder, threatened, nor has any Proceeding occurred, to which a Company was a party, or by which a Company or any Assets of NDTC (relating to the Business) or CBH or the Business are or was materially affected; (ii) no Judgment relating to the Business is currently outstanding, nor has any Judgment been outstanding at any time against either Company since the formation date of each Company, or by which either Company or any Assets (related to the Business) or the Business are or were materially affected; and (iii) no breach of contract, breach of warranty, tort, negligence, infringement, product liability, discrimination, wrongful discharge, statutory or other claim or charge of any nature has been asserted or, to the knowledge of each Company and the Shareholder, threatened by or against each Company (relating to the Business as to NDTC), which would constitute a Material Adverse Effect, at any time since January 1, 2000, and, to the knowledge of each Company and the Shareholder, there is no reasonable basis for any such claim. Except as set forth on Schedule 3.19, no event has occurred, and no claim, dispute or other condition or circumstance exists, that will, directly or indirectly, give rise to or serve as a basis for the commencement of any Proceeding related to the Business described in this Section 3.19.1, which would constitute a Material Adverse Effect.
3.19.2 As to each matter described on Schedule 3.19, accurate and complete copies of all pertinent and material pleadings, judgments, orders, correspondence and other legal documents have been delivered to Buyer.
3.19.3 To the knowledge of each Company and the Shareholder, no officer or employee of either Company is subject to any Judgment relating to the Business that prohibits such officer or employee from engaging in or continuing any conduct, activity or practice relating to the Business.
3.19.4 There is no proposed Judgment relating to the Business that, if issued or otherwise put into effect, (i) could reasonably be expected to have a Material Adverse Effect on the business, condition, assets, technology, liabilities, operations, employees, financial performance, revenues, net income, political environment, economic environment or prospects of or with respect to the Business as to be conducted by CBH (or on any aspect or portion thereo...
Proceedings and Judgments. Except as described on Schedule 3.20 and other than routine ordinary course collection related Proceedings, (a) no Proceeding is currently pending or, to the knowledge of CTC, threatened, nor has any Proceeding occurred at any time since January 1, 1999, to which any of the Acquired Companies is or was a party, or by which any of the Acquired Companies or any Assets or business of any of the Acquired Companies is or was affected; (b) no Judgment is currently outstanding, nor has any Judgment been outstanding at any time since January 1, 1999, against any of the Acquired Companies, or by which any of the Acquired Companies or any Assets or business of any of the Acquired Companies is or was affected; and (c) no breach of contract, breach of warranty, tort, negligence, infringement, product liability, discrimination, wrongful discharge or other claim of any nature has been asserted or, to the knowledge of CTC, threatened by or against any of the Acquired Companies at any time since January 1, 1999, and, to the knowledge of CTC, there is no basis for any such claim. As to each matter described on Schedule 3.20, accurate and complete copies of all pertinent pleadings, Judgments, orders, correspondence and other legal documents have been made available to NCO.
Proceedings and Judgments. Except as set forth in Section 3.19 of the Company Disclosure Letter or the Company SEC Documents as of the date of this Agreement, there is no pending Proceeding, and, to the knowledge of the Company, no Person has threatened to commence any Proceeding that involves any of the Acquired Companies or any of the Assets owned or used by any of the Acquired Companies, except as have not had and would not reasonably be expected to have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is subject to any outstanding and unsatisfied Judgment.
Proceedings and Judgments. There is no Proceeding pending or, to the knowledge of Seller, threatened against or affecting the Purchased Assets, and there are no judgments, decrees, injunctions or orders of any Governmental Authority outstanding against any of the Purchased Assets. There is no Proceeding pending or, to the knowledge of Seller, threatened against or affecting either Seller that could reasonably be expected to have a Material Adverse Effect, and there are no material judgments, decrees, injunctions or orders of any Governmental Authority outstanding against either Seller with respect to the Purchased Assets.
Proceedings and Judgments. There is no Proceeding before or by any Governmental Authority pending, or, to the knowledge of the Buyer, threatened against or affecting the Buyer that would have an adverse effect on the ability of Buyer to consummate the Transactions, and there are no judgments, decrees, injunctions or orders of any Governmental Authority outstanding against the Buyer or any of its respective assets that would have an adverse effect on the ability of Buyer to consummate the Transactions.
Proceedings and Judgments. (a) Other than Proceedings and Judgments pertaining solely to the Excluded Liabilities that have or could reasonably be expected to have no affect on the Acquired Business: (i) No Proceeding is currently pending or, to the Knowledge of the Seller, threatened in writing, nor has any Proceeding occurred at any time since December 31, 2002, to which the Seller and/or its Subsidiaries is or was a party; (ii) no Judgment is currently outstanding, nor has any Judgment been outstanding at any time since December 31, 2002, against the Seller and/or its Subsidiaries; and (iii) no breach of contract, breach of warranty, tort, negligence, infringement, product liability, discrimination, wrongful discharge or other claim of any nature has been overtly asserted in writing or, to the Knowledge of the Seller, threatened in writing against the Seller and/or its Subsidiaries at any time since December 31, 2002, and, to the Knowledge of the Seller, there is no basis for any such claim that would have a reasonable likelihood of success on the merits.
(b) As to each matter described in Section 5.16 the Seller Disclosure Letter, accurate and complete copies of all pertinent pleadings, judgments, orders and other legal documents have been delivered or made available to Parent or its representatives.
(c) To the Knowledge of the Seller, no officer or employee of the Seller and/or it Subsidiaries is subject to any Judgment that prohibits such officer or employee from engaging in or continuing any conduct, activity or practice relating to any of the businesses of the Seller and/or its Subsidiaries.
(d) To the Knowledge of the Seller, there is no proposed Judgment that, if issued or otherwise put into effect, (i) would be reasonably expected to have a Seller Material Adverse Effect, or (ii) would be reasonably likely to have the effect of preventing, delaying, making illegal or otherwise interfering with any of the transactions contemplated by this Agreement.
Proceedings and Judgments. There is no pending Proceeding, and, to the Company's knowledge, no Person has threatened to commence any Proceeding that involves any of the Acquired Companies or any of the Assets owned or used by any of the Acquired Companies, except, individually or in the aggregate, as have not had and would not reasonably be expected to have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is subject to any outstanding and unsatisfied Judgment which, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.
Proceedings and Judgments. Except as described on Schedule 4.19, (i) no Proceeding involving or related to the Acquired Assets or the Business is currently pending or threatened, nor during the two (2) years preceding the date of this Agreement has any material Proceeding occurred to which Seller is or was a party or by which the Acquired Assets are or were affected in any material respect; (ii) no Judgment involving or related to Seller, the Acquired Assets or the Business is currently outstanding, nor during the two (2) years preceding the date of this Agreement has any material Judgment been outstanding against Seller, the Acquired Assets or the Business or by which Seller, the Acquired Assets or the Business is or was affected, which remains unsatisfied; and (iii) no breach of contract, material breach of warranty, tort, negligence, infringement, product liability, discrimination, charge or complaint filed by an employee or a union with a court of law, the National Labor Relations Board, the Department of Labor, the Equal Employment Opportunity Commission, or any comparable Governmental Authority, or any other labor or employment dispute against or affecting Seller or its premises, and including but not limited to any claim or charge for wrongful termination, harassment, defamation, unfair labor practices, wage and hour violations, or violation of any federal, state or local laws governing employment, or other material claim of any nature involving or related to Seller, the Acquired Assets or the Business is currently being asserted or threatened by or against Seller, and to Seller’s Knowledge there is no basis for any such claim. As to each matter described on Schedule 4.19, accurate and complete copies of all pertinent pleadings, judgments, orders, correspondence and other legal documents have been delivered to Buyer.
Proceedings and Judgments. Other than routine ordinary course collection related Proceedings, (a) no Proceeding is currently pending or, to the knowledge of NCO or Portfolio, threatened, nor has any Proceeding occurred at any time since January 1, 1999 to which Portfolio is or was a party, or by which Portfolio or any Assets or business of Portfolio is or was affected; (b) no Judgment is currently outstanding, nor has any Judgment been outstanding at any time since January 1, 1999, against Portfolio, or by which Portfolio or any Assets or business of Portfolio is or was affected; and (c) no breach of contract, breach of warranty, tort, negligence, infringement, product liability, discrimination, wrongful discharge or other claim of any nature has been asserted or, to the knowledge of NCO or Portfolio, threatened by or against Portfolio at any time since January 1, 1999, and, to the knowledge of NCO and Portfolio, there is no basis for such claim.
