Certain Legal Proceedings. There is no litigation, governmental investigation or proceeding pending or threatened, in each case against any of HCP or any of its Affiliates which would materially impair or adversely affect such Person’s ability to perform its obligations under this Agreement or any Closing Document.
Certain Legal Proceedings. (a) None of the directors, officers or other Affiliates of Sunburst have been included within the last five (5) years in any legal proceedings of the type listed in Item 401(d) of Regulation S-B, Integrated Disclosure System for Small Business Issuers.
Certain Legal Proceedings. To the Company’s knowledge, none of the executive officers of the Company have been convicted of (or plead “guilty” or “nolo contendere” to or been found guilty and not convicted of) any felony offense, or convicted of (or plead “guilty” or “nolo contendere” to or been found guilty and not convicted of) any misdemeanor involving fraud or moral turpitude.
Certain Legal Proceedings. In the event of any claim, action, suit, investigation, or other proceedings by any government entity or other person is commenced against CCA which questions the validity or legality of the Exchange or any of the other transactions contemplated hereby or seeks damages in connection therewith, the ACT Shareholders agree to cooperate with CCA and use their reasonable efforts to defend against such claim, action, suit, investigation, or other proceeding, and if an injunction or other order is issued in any such action, suit or other proceedings, to use their reasonable efforts to have such injunction or such order lifted, and to cooperate reasonably regarding any other impediment to the consummation of the transactions contemplated by this Agreement.
Certain Legal Proceedings. Except as described in writing to IDF by TechStar, during the past five-year period, neither TechStar, any officer or director of TechStar, nor any person intended to become an officer or director of TechStar or as a nominee of TechStar to become a director of IDF upon the Merger, has been the subject of:
Certain Legal Proceedings. Except as described in writing to AUGI by the IDF Group, during the past five-year period, neither the IDF Group, any officer or director of the IDF Group, nor any person intended to become an officer or director of the IDF Group or as a nominee of the IDF Group to become a director of IDF upon the Merger, has been the subject of:
Certain Legal Proceedings. There shall not be pending by any governmental entity any action, suit or proceeding challenging the exchange of the PAMCO Shares by PAMCO for the CSE Shares or seeking to restrain or prohibit the making or consummation of the exchange of the CSE Shares for the PAMCO Shares; or seeking to prohibit or materially limit the ownership of operation by PAMCO of a material portion of the business or assets of the Company or to compel PAMCO to dispose of or hold separate any material portion of the business or assets of the Company; or seeking to impose material limitations on the ability of PAMCO to acquire, hold or exercise full rights of ownership of any of the CSE Shares or seeking to prohibit PAMCO or any of its subsidiaries from effectively controlling in any material respect any material portion of the business or operations of the Company.
Certain Legal Proceedings. 26 Section 8.10. Survival of Indemnities ......................................................... 27 Section 8.11. Contribution .................................................................... 27
Certain Legal Proceedings. There are no Legal Proceedings or complaints (including internal complaints) against any of the Acquired Entities, any officer or director thereof, or any Significant Employee Stockholder or Key Employee, and to the Knowledge of the Company, no such Legal Proceeding or complaint is threatened, which contains allegations regarding or relating to harassment, discrimination, retaliation or breach of any of the Acquired Entities’ conflicts of interest policies.
Certain Legal Proceedings. Should Lender, become a party to any action to enjoin foreclosure, or other legal proceedings instituted by Borrower, or by any third party, or should Borrower institute or be subject to any bankruptcy, reorganization, receivership or other proceeding in relation to creditors, then all attorneys’ fees and costs incurred by Lender, in any of those proceedings, shall be secured by this Security Instrument and shall be paid by Borrower, upon demand, and if not paid, shall be recovered from the Security.
