Common use of Legal Proceedings; Governmental Orders Clause in Contracts

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to Company’s Knowledge, threatened (a) against or by Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company); or (b) against or by Company, or any Affiliate of Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no event has occurred or circumstances exist that may give rise to or serve as a basis for any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there There are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by the Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company)or affecting the Business, the Purchased Assets or the Assumed Liabilities; or (bii) against or by Company, or any Affiliate of the Company that challenges challenge or seeks seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Except as set forth in Section 2.17(a) of the Disclosure Schedules, to the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a4.6(a) of the Company Disclosure SchedulesSchedule, there are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by the Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof of the Company and relating to the Company); or (bii) against or by Company, the Company or any Affiliate of the Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in on Section 3.17(a) 4.15 of the Company Disclosure SchedulesLetter, there are no Actions pending or, to Company’s Companies’ Knowledge, threatened (a) against or by any Company affecting any of its business, properties or assets (or by or against Company the Seller or any Affiliate thereof and relating to any Company); or (b) against or by any Company, any Seller or any Affiliate of Company any Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Companies’ Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Company’s Knowledge, threatened (a) against or by the Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company)assets; or (b) against or by Company, or any Affiliate of the Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no No event has occurred or circumstances exist that that, to the Company’s Knowledge, may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a3.15(a) of the Company Disclosure Schedules, there are no Actions pending or, to Company’s Sellers’ Knowledge, threatened (a) against or by the Company affecting any of its properties or assets (or by or against Company Sellers or any Affiliate thereof and relating to the Company); or (b) against or by the Company, Sellers or any Affiliate of Company Sellers that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no No event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a3.14(a) of the Company Disclosure Schedules, there are no Actions pending or, to CompanyCompany Member’s Knowledge, threatened (a) against or by Company or any Acquired Company affecting any of its properties or assets (or by or against Company Member or any Affiliate Affiliates thereof and relating to Company or any such Acquired Company); , which if determined adversely to Company or any Acquired Company (b) against or by Company, to Company Member or any Affiliate of Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no event has occurred or circumstances exist that may give rise to or serve as thereof) would result in a basis for any such ActionMaterial Adverse Effect.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section Schedule 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by the Company affecting any of its properties or assets (or by or against Company any Shareholder or any Affiliate thereof and relating to the Company); or (bii) against or by the Company or, to the Company’s Knowledge, or any Affiliate of Company its Affiliates, that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no No event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in on Section 3.17(a) 3.17 of the Company Disclosure SchedulesLetter, there are no Actions pending or, to the Company’s Knowledge, threatened (a) against or by the Company or any of its Subsidiaries affecting any of its their properties or assets (or by or against Company or any Affiliate thereof and relating to Company)assets; or (b) against or by Company, the Company or any Affiliate of Company its Subsidiaries that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a3.24(a) of the Company Disclosure SchedulesSchedule, there are no Actions pending or, to Company’s Knowledge, threatened (a) against or by Company the Acquired Entities affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Companythe Acquired Entities); or (b) against or by Companythe Acquired Entities, Company or any Affiliate of Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementTransactions. To Company’s Knowledge, no No event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) 3.20 of the Company Disclosure Schedules, there are no Schedules sets forth a true and complete list of all Actions pending or, to the Company’s Knowledge, threatened threatened: (a) against or by the Company affecting any of its properties or assets Assets (or by or against Company Vendor or any Affiliate thereof and relating to the Company); or (b) against or by the Company, Vendor or any Affiliate of Company Vendor that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no No event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except a)Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to Company’s Knowledge, threatened (a) against or by Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company); or (b) against or by Company, or any Affiliate of Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, no event has occurred or circumstances exist that may give rise to or serve as a basis for any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section on Schedule 3.17(a) of the Company Disclosure Schedules), there are no Actions pending or, to the Company’s Knowledge, threatened threatened, against or by the Company or any of its Subsidiaries: (a) against or by Company affecting any of its owned properties or assets (or by or against Company or any Affiliate thereof and relating to Company)assets; or (b) against or by Company, or any Affiliate of Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Company’s Knowledge, no event has occurred occurred, or circumstances exist that may give rise to to, or serve as a basis for for, any such ActionAction against the Company or any of its Subsidiaries.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Company’s Knowledge, threatened (a) against or by the Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company)assets; or (b) against or by Company, or any Affiliate of the Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, there There are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by Company affecting the Company, any of its properties or assets (or by or against Company or any Affiliate thereof and relating of its officers, managers, directors or employees (in their capacities as such) that if determined adversely to Company)the Company would result in a Material Adverse Effect; or (bii) against or by Company, or any Affiliate of the Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a3.10(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by any member of the Company Group or affecting any of its their respective properties or assets (or by or against Company or any Affiliate thereof and relating to Companyany member of the Company Group); , or (bii) against or by Company, or any Affiliate member of the Company Group that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Knowledge of the Company’s Knowledge, no event has occurred or circumstances exist that may reasonably could give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Scheduleson Schedule 4.15(a), there are no Actions pending or, to the Company’s Knowledge, threatened (ai) against or by the Company affecting any of its properties or assets (or by or against Company or any Affiliate thereof and relating to Company)assets; or (bii) against or by Company, the Company or any Affiliate of Company Seller that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Except as set forth on Schedule 4.15(a), to the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a) of the Company Disclosure Schedules, to the Knowledge of the Company there are no Actions pending or, to Company’s Knowledge, or threatened (a) against or by the Company affecting any of its properties or assets (or by or against Company Sellers or any Affiliate thereof and relating to the Company); or (b) against or by the Company, Sellers or any Affiliate of Company Sellers that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To Company’s Knowledge, the Knowledge of the Company no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.

Legal Proceedings; Governmental Orders. (a) Except as set forth in Section 3.17(a3.18(a) of the Company Disclosure Schedules, there are no Actions pending or, to the Company’s Knowledge, threatened (a) against or by the Company affecting any of its properties or assets (assets, including the Company Intellectual Property or by or against Company or the Company’s rights in any Affiliate thereof and relating to Company)Licensed Intellectual Property; or (b) against or by Company, or any Affiliate of the Company that challenges or seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement. To the Company’s Knowledge, no event has occurred or circumstances exist that may give rise to to, or serve as a basis for for, any such Action.