Xxxxxxxx Proceedings Sample Clauses

Xxxxxxxx Proceedings. Notwithstanding anything to the contrary contained herein, the Company shall (a) use reasonable best efforts to prosecute and defend the Xxxxxxxx Proceedings actively and diligently, (b) keep Parent reasonably informed of all substantive developments and events relating to the Xxxxxxxx Proceedings (including by promptly forwarding copies to Parent of any correspondence or other materials sent to or received from any party to such Xxxxxxxx Proceeding or its counsel with respect thereto), (c) keep Parent reasonably informed on a monthly basis regarding any fees and expenses incurred by the Company in connection with the Xxxxxxxx Proceedings and (d) reasonably consult with Parent in connection with the prosecution and defense of the Xxxxxxxx Proceedings or any potential settlement of the Xxxxxxxx Proceedings; provided, however, that (x) Parent’s rights under this Section 5.3 shall not be permitted to unduly delay or impede the Company from complying with any deadline or judicial order imposed with respect to the Xxxxxxxx Proceedings and (y) the Company may restrict the foregoing to the extent that, in its good faith judgment, any communication or sharing of information with Parent (and/or Parent’s designated counsel or advisors) could threaten the Company’s attorney-client privilege. The Company shall not settle or offer to settle any Xxxxxxxx Proceeding without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed).
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Xxxxxxxx Proceedings. When reporting insanity proceedings concerning a present record owner, the date of commitment and the name of the appointed Guardian are required, together with a statement concerning whether disabilities have been removed.

Related to Xxxxxxxx Proceedings

  • Infringement Proceedings Each Party agrees to promptly notify the other Party of any unauthorized use of the other Party's Marks of which it has actual knowledge. Each Party will have the sole right and discretion to bring proceedings alleging infringement of its Marks or unfair competition related thereto; provided, however, that each Party agrees to provide the other Party with its reasonable cooperation and assistance with respect to any such infringement proceedings.

  • Litigation and Proceedings There are no actions, suits, -------------------------- proceedings or investigations pending or, to the knowledge of the Company after reasonable investigation, threatened by or against the Company or affecting the Company or its properties, at law or in equity, before any court or other governmental agency or instrumentality, domestic or foreign, or before any arbitrator of any kind. The Company has no knowledge of any default on its part with respect to any judgment, order, writ, injunction, decree, award, rule or regulation of any court, arbitrator, or governmental agency or instrumentality, or any circumstance which after reasonable investigation would result in the discovery of such default.

  • Criminal Proceedings Any criminal complaint, indictment or criminal proceedings;

  • Litigation; Proceedings Except as specifically disclosed in the Disclosure Materials, there is no action, suit, notice of violation, proceeding or investigation pending or, to the best knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries or any of their respective properties before or by any court, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) which (i) adversely affects or challenges the legality, validity or enforceability of any Transaction Document or the Securities or (ii) could, individually or in the aggregate, have or result in a Material Adverse Effect.

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