Seller Litigation Sample Clauses
Seller Litigation. (a) There is no Action pending or, to the Knowledge of Seller, threatened, against Seller or any of its Affiliates by or before any Governmental Authority that, if determined in a manner adverse to Seller or any of its Affiliates, would have a Seller Material Adverse Effect.
(b) There is no outstanding Order binding on or, to the Knowledge of Seller, threatened, against Seller or any of its Affiliates that would have a Seller Material Adverse Effect.
Seller Litigation. Except as set forth in Schedule 4.16, there are no claims, demands, summons, hearings, subpoenas, inquiries, known investigations, mediation, actions, audits, suits, or proceedings of any nature, civil, criminal, regulatory, investigative or otherwise (collectively, “Legal Proceedings”), pending or, to the Knowledge of Seller, threatened, against Seller or the Business or with respect to any employee benefit plan, at law or in equity or before or by any Governmental Authority, nor any arbitration or mediation proceeding, in each case including, without limitation, any claims, investigations, audits or proceedings relating to environmental matters or Healthcare Laws. Seller is not subject to any judgment, order, writ, injunction or decree of any court or governmental body with respect to or affecting, directly or indirectly, the Business. To the Knowledge of Seller, there is no fact, circumstance, or claim which is reasonably likely to give rise to any Legal Proceeding.
Seller Litigation. There is no action, suit, investigation or proceeding by or before any court, arbitrator, administrative agency or other Governmental Authority pending or, to the knowledge of Sellers, threatened against or affecting any of the Shares or any Seller's ability to consummate the transactions provided for by this Agreement. There is no injunction, writ, preliminary restraining order or any order of any nature issued by an arbitrator, court or other Governmental Authority affecting the Shares or directing that any of the material transactions provided for in this Agreement not be consummated as herein provided.
Seller Litigation. No Proceeding or Order is pending and no Claim has been made (and, to the Knowledge of the Sellers, no Claim, Proceeding or Order has been threatened) against or affecting a Seller (a) under any bankruptcy or insolvency Law, (b) that seeks injunctive or other relief in connection with this Agreement or (c) that reasonably would be expected to adversely affect (i) any Seller’s performance under this Agreement or any other Transaction Agreement to which a Seller or any Seller Affiliate is or is to become a party or (ii) the consummation of any of the Contemplated Transactions.
Seller Litigation. There is no litigation, arbitration, action, suit, proceeding or investigation pending or, to the Seller’s Knowledge, threatened against the Seller relating to the purchase and sale of the Purchased Equity and Mexican Purchased Equity or that could delay or prevent the transactions contemplated hereby.
Seller Litigation. No Proceeding to which the Seller is a party is pending nor, threatened against the Seller, which adversely affects or challenges, or that may reasonably be expected to adversely affect or challenge, the legality, validity or enforceability of the execution, delivery and performance by the Seller of this Agreement and all documents ancillary hereto and the consummation of the transactions contemplated hereby and thereby.
Seller Litigation. Each of Purchaser and the Adviser, on behalf of such Seller, agree to provide the other with prompt notice of any claim, action, suit, litigation or proceeding (including any class action or derivative litigation) brought, asserted or commenced by, on behalf of or in the name of, against or otherwise involving a Party relating to this Agreement or any of the transactions contemplated hereby, and shall keep the other informed on a reasonably prompt basis with respect to the status thereof. Each of Purchaser and the Adviser, on behalf of each Seller, shall give the other the opportunity to participate (at the other’s expense) in the defense or settlement of any such litigation, and no such settlement shall be agreed to without the other’s prior written consent.
Seller Litigation. To Seller''s Knowledge, (a) there are no legal proceedings pending against either of the Companies, and (b) the only legal proceeding pending against STMV is the matter known as Cause No. DC-09
Seller Litigation. Except as set forth in Schedule 4.18, since January 1, 2010, there have been no claims, demands, summons, hearings, subpoenas, inquiries, known investigations, mediation, actions, audits, suits, or proceedings of any nature, civil, criminal, regulatory, investigative or otherwise (collectively, “Legal Proceedings”), pending or, to the Knowledge of Sellers, threatened, against any Seller or the Business or with respect to any employee benefit plan, at law or in equity or before or by any Governmental Authority, nor any arbitration or mediation proceeding, in each case including, without limitation, any claims, investigations, audits or proceedings relating to environmental matters or Healthcare Laws. Seller is not subject to any judgment, order, writ, injunction or decree of any court or governmental body with respect to or affecting, directly or indirectly, the Business. To the Knowledge of Sellers, there is no fact, circumstance, or claim which is reasonably likely to give rise to any Legal Proceeding.
Seller Litigation. As of the date of this Agreement, there are no pending or threatened, lawsuits, actions, suits, claims or other proceedings at law or in equity or investigations before or by any Governmental Authority against such Seller that would reasonably be expected to materially impair the ability of such Seller to consummate the sale of the Sale Shares or perform its obligations under this Agreement, the Governance Agreement and the Ancillary Agreements to which it is party. To the Knowledge of such Seller, there is no unsatisfied judgment or any open injunction binding upon such Seller which would reasonably be expected to materially impair the ability of such Seller to consummate the sale of the Sale Shares or perform its obligations under this Agreement, the Governance Agreement and the Ancillary Agreements to which it is party.