Common use of Absence of Litigation Clause in Contracts

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Shares or any of the Company’s officers Subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which could reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which could reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company or any of the Company’s its Subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would (i) have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company or any of the Company’s its Subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its subsidiaries, the Common Stock or any of the Company’s subsidiaries or any of the Company’s or its subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of Company's knowledge, threatened, by or before any court or public or governmental authority which, if determined adversely to the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Ordinary Shares or any of the Company’s officers Subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There Except as disclosed in the Company’s Public Reports, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Shares or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry inquiry, or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as set forth in Schedule 3(t).

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, or threatened in writing against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or the Common Stock, wherein an unfavorable decision, ruling or finding would (i) 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 the Company’s officers documents contemplated herein, or directors, whether of (ii) have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Exchange Securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil material adverse effect on the Company or criminal nature or otherwise, in their capacities as suchits operations.

Absence of Litigation. There is no material action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s Subsidiaries, any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil directors or criminal nature or otherwise, in their capacities as suchthe transactions contemplated by the Transaction Documents.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or the Company's Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as set forth in Schedule 3(h).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.. (k)

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory selfregulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the SEC, the ASX, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its subsidiaries or affiliates, the Securities or any of the Company’s or its subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchwhich, if adversely determined, would have a material adverse effect on the Company’s business or financial condition.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation that is material, individually or in the aggregate, before or by by, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or the Company’s Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers 's subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would (i) have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its subsidiaries, the Common Stock or any of the Company’s 's subsidiaries or any of the Company's or its subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its subsidiaries, threatened against or affecting the Company or any of the Company’s its subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a material adverse effect. The Company and its subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchrelating to the issuance of the Securities.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchotherwise that if adversely determined would reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge Knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Companyexecutive officers of Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or the Company's Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, in which an adverse decision could have a Material Adverse Effect.

Absence of Litigation. There As of the date hereof, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the Company’s Knowledge or to the knowledge of the Companyany of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which could reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There To the knowledge of the Company, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock, the Securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation Action before or by any court, public board, government agency, self-regulatory organization or body pending Governmental Authority or, to the knowledge Knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company's knowledge, threatened against threatened, by or affecting before any court or public or governmental authority which, if determined adversely to the Company or any of the Company’s officers or directorsits subsidiaries, whether of would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyTYDE, threatened against or affecting the Company TYDE or any of its subsidiaries, the CompanyCommon Stock or any of TYDE’s subsidiaries or any of TYDE’s or its subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or the Company’s Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, that could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which would have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, its Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which could reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened in writing against or affecting the Company which (i) adversely affects or any challenges the legality, validity or enforceability of this Agreement or the Company’s officers Securities or directors, whether of (ii) would reasonably be expected to result in a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation by any person or entity or before any Governmental Entity or by any court, public board, government agency, self-regulatory organization the SEC or body FINRA involving the Company pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s its Subsidiaries or their respective officers or directors, whether of directors which individually or in the aggregate has or would reasonably be expected to have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any subsidiary, wherein an unfavorable decision, ruling or finding would (i) adversely affect the validity or enforceability of, or the authority or ability of the Company’s officers Company or directorsany of its subsidiaries to perform its obligations under, whether this Agreement or any of the documents contemplated herein, or (ii) have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its subsidiaries that could, individually or in the Company’s officers or directorsaggregate, whether of reasonably be expected to have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, except as set forth in their capacities as suchSchedule 3(t).

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries that could, individually or in the Company’s officers or directorsaggregate, whether of have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company or any of the Company’s its Subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a Material Adverse Effect, except as described in Schedule 3(i).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock, or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no civil, criminal, administrative suit, claim, action, suithearing, proceedingproceeding or, inquiry or investigation before or by any courtto the knowledge of the Company, public boardinvestigation, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or its subsidiaries, or any of the Company’s officers their respective properties or directorsassets at law or in equity, whether of a civil and there are no Orders, before any arbitrator or criminal nature or otherwiseGovernmental Authority, in their capacities each case as suchwould have or would reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any subsidiary, wherein an unfavorable decision, ruling or finding would (i) adversely affect the validity or enforceability of, or the authority or ability of the Company’s officers Company to perform its obligations under, this Agreement, or directors, whether of (ii) have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers 's subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no claim, action, suit, proceedingarbitration, inquiry investigation or investigation before other proceeding pending against, or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting affecting, the Company Company, any Subsidiary or any of their respective properties or, to the knowledge of the Company’s , any of their respective officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchdirectors before any Governmental Entity.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its subsidiaries, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchits subsidiaries.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation of which the Company is aware before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's subsidiaries or any of the Company's or the Company's subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as expressly set forth in Schedule 3(h).

Absence of Litigation. There is no claim, action, suit, proceedingarbitration, inquiry investigation or investigation before other proceeding pending against, or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting affecting, the Company or any of its properties or, to the knowledge of the Company’s , any of its respective officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchdirectors before any Governmental Entity.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Subsidiaries or any of the Company’s or the Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which would reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, or threatened against or affecting the Company Company, the Common Stock, the Original Note, the New Note, the Warrant or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, other than what is disclosed in the Company’s public filings.

Absence of Litigation. There is no material action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, except as set forth in their capacities as suchSchedule 3(t).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company, the Company Common Stock or any of the Company’s Subsidiaries or any of the Company’s or the Company’s Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as set forth in Schedule 3(s).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation Action before or by any court, public board, government agency, self-regulatory organization or body Governmental Authority pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or, to the knowledge of Company’s knowledge, affecting the Company, threatened against or affecting the Company Ordinary Shares or any of the Company’s officers Subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company’s Knowledge, threatened against or affecting the Company Company, the Common Stock, the Warrants or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which would reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company (or any officer or director of the Company), threatened against or affecting the Company or any of its Subsidiaries (or any officer or director of the Company’s officers Company or directors, whether any of its Subsidiaries) that could have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the or any of the Company’s 's officers or directors, whether of a civil or criminal nature or otherwise, except as set forth in their capacities as suchSchedule 3(p).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock, the Securities or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as suchsuch which would, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or the Parent, threatened against or affecting the Company or any of the Company’s officers or directorsParent, whether of which could reasonably be expected to have a civil or criminal nature or otherwise, in their capacities as suchmaterial adverse effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or the Company's Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as expressly set forth in Schedule 3(h).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such, which, in each case, would have a material adverse effect on the Company or its ability to consummate the transactions contemplated by this Agreement.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Shares or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which could reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances that might give rise to any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchforegoing.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, which would reasonably be expected to have a Material Adverse Effect.

Absence of Litigation. There Except for litigation in the ordinary course of business or that would not reasonably be expected to result in a Material Adverse Effect, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, or threatened against or affecting the Company Company, its Subsidiaries or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as set forth in Schedule 3(t).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the SEC, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its subsidiaries or affiliates, the Securities or any of the Company’s or its subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchwhich, if adversely determined, would have a material adverse effect on the Company’s business or financial condition.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, actually threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or adversely affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyCompany or any of its subsidiaries, threatened against or affecting the Company or any of the Company’s its subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a material adverse effect.

Absence of Litigation. There is no material action, suit, proceedinginvestigation, inquiry arbitration, or investigation before administrative or by any court, public board, government agency, self-regulatory organization other proceeding pending or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, or any of the Company’s officers its properties or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchassets.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's Subsidiaries or any of the Company's or its Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, except as set forth in Schedule 3(t).

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such, except as would not have a material adverse effect on the Company’s ability to consummate the transactions contemplated by this Agreement.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers or directors, whether of a civil directors or criminal nature 5% or otherwise, greater stockholders in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by either Initial Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s 's officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such, that is expected to have a Material Adverse Effect.

Absence of Litigation. (a) There is no actionmaterial litigation, suit, claim, action, demand letter, or any judicial, criminal, administrative or regulatory proceeding, inquiry hearing, investigation, or investigation before formal or by any court, public board, government agency, self-informal regulatory organization or body document production request proceeding (an “Action”) pending or, to the knowledge of the Company, threatened against or affecting the Company any Group Company, or any share, security, equity interest, property or asset of the any Group Company’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as suchbefore any Governmental Authority.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Series D Shares or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of the Company’s officers Subsidiaries, wherein an unfavorable decision, ruling or directors, whether of finding would have a civil or criminal nature or otherwise, in their capacities as suchMaterial Adverse Effect.

Absence of Litigation. There is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the CompanyBorrower or any of its Subsidiaries, threatened against or affecting the Company Borrower or any of the Company’s its Subsidiaries, or their officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities capacity as such, that could have a Material Adverse Effect.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body body, or arbitrator pending or, to the knowledge of the Company, threatened against or affecting the Company or any of the Company’s officers or directors, whether of a civil or criminal nature or otherwise, directors in their capacities as such.

Absence of Litigation. There is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiaries or any of the Company’s or the Company’s Subsidiary’s officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such.