Common use of Absence of Certain Proceedings Clause in Contracts

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company or any Subsidiary, threatened against or affecting the Company or any Subsidiary, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, operations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole, or the transactions contemplated by the Transaction Documents or which could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and, to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), no such request will be made by the Company prior to the SEC Effective Date; and to the best of the Company's knowledge there is not pending or contemplated any, and there has been no, investigation by the SEC involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body body, or governmental agency pending or, to the knowledge of the Company or any Subsidiary, threatened against or affecting the Company or any Subsidiary, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, operations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole, or the transactions contemplated by the Transaction Documents or which could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and, to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), no such request will be made by the Company prior to the SEC Effective Date; and to the best of the Company's knowledge there is not pending or contemplated any, and there has been no, investigation by the SEC involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. Except as disclosed described in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency action pending or, to the knowledge of the Company or any SubsidiaryCompany, threatened against or affecting the Company or any SubsidiaryCompany, in any such case wherein an unfavorable decision, ruling or finding would likely to have a material adverse effect on the business, properties, operations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole, or the transactions contemplated by this Agreement or any of the Transaction Documents documents contemplated hereby or which could would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of such other documents; neither the Transaction Documents; Company nor any director or officer thereof is or has been the subject of any action involving (i) a claim of violation of or liability under federal or state securities laws or (ii) a claim of breach of fiduciary duty. The Company does not have pending before the SEC any request for confidential treatment of information and, and to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), knowledge no such request will be made by the Company prior to the SEC Effective Datetime the Registration Statement relating to the Shares which is contemplated by the Registration Rights Agreement is first ordered effective by the SEC; and to there has not been, and the best Company has not been notified of the Company's knowledge there is not any pending or contemplated any, and there has been no, any investigation by the SEC involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company or any Subsidiaryof its subsidiaries, threatened against or affecting the Company or any Subsidiaryof its subsidiaries, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, operationsbusiness, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, its subsidiaries taken as a whole, whole or the transactions contemplated by this Agreement or any of the Transaction Documents documents contemplated hereby or which could would adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documentsthis Agreement or any of such other documents; and the Company does not have pending before the SEC any request for confidential treatment of information and, and to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), knowledge no such request will be made by the Company prior to the SEC Effective Date; and time the Registration Statement relating to the best of the Company's knowledge there Shares which is not pending or contemplated any, and there has been no, investigation by the SEC involving Registration Rights Agreement is first ordered effective by the Company or any current or former director or officer of the CompanySEC.

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company or any and the Subsidiary, threatened against or affecting the Company or any the Subsidiary, in any such case wherein an unfavorable decision, ruling or finding would could have a material adverse effect on the business, properties, operations, condition (financial or other)condition, results of operations or or, to the knowledge of the Company after due inquiry, prospects of the Company and the SubsidiariesSubsidiary, taken as a whole, or the transactions contemplated by the Transaction Documents or which could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and, and to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), knowledge no such request will be made by the Company prior to the SEC Effective Datetime the Registration Statement relating to the Common Shares which is contemplated by Section 8 of this Agreement is first ordered effective by the SEC; and to the best of the Company's knowledge there is not pending or contemplated anycontemplated, and there has been no, investigation by the SEC involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body or governmental agency pending or, to the knowledge of the Company or any Subsidiary, threatened against or affecting the Company or any Subsidiary, in any such case wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, operations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole, or the transactions contemplated by the Transaction Documents or which could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and, to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), no such request will be made by the Company prior to the SEC Effective Date; and to the best of the Company's knowledge there is not pending or contemplated any, and there has been no, investigation by the SEC involving the Company or any current or former director or officer of the Company.

Absence of Certain Proceedings. Except as disclosed in the SEC Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board or body body, or governmental agency pending or, to the knowledge of the Company or any Subsidiaryand the Subsidiaries, threatened against or affecting the Company or any Subsidiary, in any such case Subsidiary wherein an unfavorable decision, ruling or finding would have a material adverse effect on the business, properties, operations, condition (financial or other), results of operations or prospects of the Company and the Subsidiaries, taken as a whole, or the transactions contemplated by the Transaction Documents or which could adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, the Transaction Documents; the Company does not have pending before the SEC any request for confidential treatment of information and, to the best of the Company's knowledge, except as set forth on SCHEDULE 4(K), no such request will be made by the Company prior to the SEC Effective DateDate except as set forth in Schedule 4(l) of the Disclosure Schedule; and to the best of the Company's knowledge there is not pending or contemplated any, and there has been no, investigation by the SEC involving the Company or any current or former director or officer of the Company.