SECTION Litigation. There are no actions, suits or proceedings at law or ---------- in equity or by or before any Governmental Authority now pending or, to the knowledge of such Credit Party, threatened, against or affecting such Credit Party or any property or rights of such Credit Party as to which there is a reasonable likelihood of an adverse determination and which, if adversely determined, would individually or in the aggregate materially impair the right of any Credit Party to carry on business substantially as now being conducted or as presently contemplated or which is likely to result in any Material Adverse Effect.
SECTION Litigation. Except as disclosed in the reports referred to in Section 4.04, there is no action, suit or proceeding pending against, or to the knowledge of the Borrower threatened against or affecting, the Borrower or any of its Subsidiaries before any court or arbitrator or any governmental body, agency or official which would be likely to be decided adversely to Borrower or such Subsidiary and, as a result, have a material adverse effect upon the business, consolidated financial position or results of operations of the Borrower and its Consolidated Subsidiaries, considered as a whole, or which in any manner draws into question the validity of this Agreement or any Note.
SECTION Litigation. There are no actions, suits, proceedings, claims, hearings, or any investigations before or by any court, governmental authority, or instrumentality (or any state of facts which would give rise thereto), pending, threatened against, or involving the properties of the Company, which might be materially adverse to the business, properties, financial position, or results of operations of the Company or which might adversely affect the transactions or other acts contemplated by this Agreement or the validity or enforceability of this Agreement. 1.14 1.15
SECTION Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatened, against or affecting the Borrower or any of its Subsidiaries before any court, governmental agency or arbitrator, as to which there is a reasonable possibility of determination adverse to the Borrower or such Subsidiary and which (if determined adversely to the Borrower or such Subsidiary) would, in any one case or in the aggregate, materially adversely affect the financial condition, operations or business of the Borrower and its Subsidiaries taken as a whole or the ability of the Borrower or any Guarantor to perform its obligations under the Facility Documents to which it is a party. 1.8. 1.9.
SECTION Litigation. Except as disclosed in the Company SEC Reports filed prior to the date hereof or as set forth in Section 4.07, Section 4.09 or Section 4.11 of the Company Disclosure Schedule, (i) there are no claims, suits, actions or proceedings, pending or to the knowledge of the Company threatened, nor to the knowledge of the Company are there any investigations or reviews pending or threatened against, relating to or affecting the Company or any of its subsidiaries or any Company Employee Benefit Plan (as defined in Section 4.10 herein), (ii) there are no judgments, decrees, injunctions, rules or orders of any court, governmental department, commission, agency, instrumentality or authority or any arbitrator applicable to the Company or any of its subsidiaries or any Company Employee Benefit Plan except for any of the foregoing under clauses (i) and (ii) that would not individually or in the aggregate reasonably be expected to have a Company Material Adverse Effect.
SECTION Litigation. As of the date of this Agreement, there is no claim, action or proceeding pending or to the knowledge of Seller, threatened by or against Seller, that names Seller as a party, or, is otherwise by or before any Governmental Entity with respect to the Acquired Assets or the Business or that challenges the ability of Seller to perform its obligations under this Agreement or under the Related Agreements or to convey to Buyer good, valid and marketable title to the Acquired Assets. There is no outstanding order, judgment, injunction, award or decree of any Governmental Entity or any settlement agreement that names Seller as a party or is binding upon Seller with respect to the Acquired Assets which affects the ownership, use or operation of the Business or the Acquired Assets.
SECTION Litigation. As of the date of this Agreement, there is no claim, action or proceeding pending or, to the knowledge of Buyer, threatened against Buyer that challenges the validity of this Agreement, the Related Agreements or the Promissory Note or the ability of Buyer to perform its obligations hereunder or thereunder, by or before any Governmental Entity.
SECTION Litigation. Except for matters disclosed on SCHEDULE 3 attached hereto, there is no action, suit or proceeding pending against, or to the knowledge of any Credit Party, threatened against or affecting any Credit Party before any Governmental Authority in which there is a reasonable possibility of an adverse decision which could result in a Material Adverse Change or which could in any manner draw into question the validity of the Loan Papers. 1.7. 1.8.
SECTION Litigation. Except as disclosed on Schedule 4 hereto, there is no action, suit or proceeding pending, or to the knowledge of the Borrower, overtly threatened against or affecting the Borrower or any of its Subsidiaries before any court or arbitrator or any governmental body, agency or official that purports to affect the Borrower or any of its Restricted Subsidiaries or any transaction contemplated by this Agreement, or in which there is a reasonable probability of an adverse decision that would materially adversely affect the business, operations or financial position of the Borrower and its Restricted Subsidiaries, considered as a whole, or which in any manner draws into question the validity of this Agreement or the Borrower's obligations hereunder. F.
SECTION Litigation. Except as previously disclosed by the Borrower in writing to the Banks, there is no action, suit, proceeding or investigation pending against, or to the knowledge of the Borrower threatened against or affecting, (i) the Borrower, EOPT or any of their Consolidated Subsidiaries, (ii) the Loan Documents or any of the transactions contemplated by the Loan Documents or (iii) any of their assets, before any court or arbitrator or any governmental body, agency or official in which there is a reasonable possibility of an adverse decision which could, individually, or in the aggregate have a Material Adverse Effect or which in any manner draws into question the validity of this Agreement or the other Loan Documents. As of the Closing Date, no such action, suit or proceeding exists.
