Legal Proceedings or Other Adverse Facts Sample Clauses

Legal Proceedings or Other Adverse Facts. Except as otherwise disclosed in the Unified Financial Statements, neither Unified nor any of its Subsidiaries is a party to any pending or, to the best knowledge of Unified, threatened claim, action, suit, investigation or proceeding, or is subject to any order, judgment or decree, except for matters which, in the aggregate, will not have, or reasonably could not be expected to have, a Material Adverse Effect on Unified and its Subsidiaries, taken as a whole.
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Legal Proceedings or Other Adverse Facts. Except as ---------------------------------------- otherwise disclosed in the Buyer Financial Statements, neither Buyer nor any of its subsidiaries is a party to any pending or, to the best knowledge of Buyer, threatened claim, action, suit, investigation or proceeding, or is subject to any order, judgment or decree, except for matters which, in the aggregate, will not have, or reasonably could not be expected to have, a material adverse effect on Buyer and its subsidiaries, taken as a whole.
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Legal Proceedings or Other Adverse Facts. There ---------------------------------------- is no legal action or other proceeding or investigation pending or, to the best knowledge of Buyers, threatened against Mercantile or any of its Subsidiaries that could be reasonably expected to prevent or adversely affect in a material manner or seek to prohibit the consummation of the transactions contemplated herein or have a material adverse effect on the Condition of Mercantile and its Subsidiaries, taken as a whole, nor is Mercantile or any of its Subsidiaries subject to any order of a court or governmental authority having any such effect. To the best knowledge of Buyers, there is no other fact that could be reasonably expected to prevent or adversely affect the consummation of the transactions contemplated herein.
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Legal Proceedings or Other Adverse Facts. There is no legal ---------------------------------------- action or other governmental proceeding or investigation pending or, to the best knowledge of Buyers, threatened against Buyers or any of their Subsidiaries that could prevent or adversely affect in a material manner or seeks to prohibit the consummation of the transactions contemplated herein, nor are Buyers or any of their Subsidiaries subject to any order of a court or governmental authority having any such effect. To the best knowledge of Buyers, there is no other fact that could prevent or adversely affect the consummation of the transactions contemplated herein.
Sample 1
Legal Proceedings or Other Adverse Facts. Except as otherwise disclosed in the Buyer Financial Statements, neither Buyer nor any of its Subsidiaries is a party to any pending or, to the best knowledge of Buyer, threatened claim, action, suit, investigation or proceeding, or is subject to any order, judgment or decree, except for matters which, in the aggregate, will not have, or reasonably could not be expected to have, a Material Adverse Effect on Buyer and its Subsidiaries, taken as a whole. Without limiting the generality of the foregoing, there are no actions, suits or proceedings pending or, to the best knowledge of Buyer, threatened against Buyer or any of its Subsidiaries or any of their respective officers or directors by any shareholder of Buyer or any of its Subsidiaries (or any former shareholder of Buyer or any of its Subsidiaries) or involving claims under the Community Reinvestment Act of 1977, as amended, the Bank Secrecy Act, the fair lending laws or any other similar laws.
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Legal Proceedings or Other Adverse Facts. There is no legal action or governmental proceeding or investigation pending, or to the best knowledge of the Exchange Entities, threatened against Exchange or Acquisition Company that could prevent or adversely affect or seeks to prohibit the consummation of the transactions contemplated hereby, nor is Exchange or Acquisition Company subject to any order of a court or governmental authority having any such effect. Neither Exchange nor Acquisition Company has knowledge of any other fact that could prevent or adversely affect the consummation of the transactions contemplated hereby.
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Related to Legal Proceedings or Other Adverse Facts

  • Litigation or Other Proceedings (a) promptly upon any officer of Company obtaining knowledge of (X) the institution of, or non-frivolous threat of, any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration against or affecting Company or any of its Subsidiaries or any property of Company or any of its Subsidiaries (collectively, "PROCEEDINGS") not previously disclosed in writing by Company to Lenders or (Y) any material development in any Proceeding that, in any case:

  • Suits or Other Proceedings 78 9.14 Notice of Environmental Complaint or Condition .....................................................78 9.15

  • Pending Litigation or Other Proceedings There is no pending or, to the best of the Backup Servicer’s Knowledge, threatened action, suit, proceeding or investigation before any court, administrative agency, arbitrator or governmental body against or affecting the Backup Servicer which, if decided adversely, would materially and adversely affect (i) the condition (financial or otherwise), business or operations of the Backup Servicer, (ii) the ability of the Backup Servicer to perform its obligations under, or the validity or enforceability of this Indenture or any other documents or transactions contemplated under this Indenture, (iii) any property or title of any Obligor to any property or (iv) the Indenture Trustee’s ability to foreclose or otherwise enforce the Liens of the Timeshare Loans.

  • No Legal Proceedings No suit, action or other legal or administrative proceedings before any court or other governmental agency shall be pending or threatened seeking to enjoin the consummation of the Transactions contemplated hereby.

  • Cooperate in Legal Proceedings Borrower shall cooperate fully with Lender with respect to any proceedings before any court, board or other Governmental Authority which may in any way affect the rights of Lender hereunder or any rights obtained by Lender under any of the other Loan Documents and, in connection therewith, permit Lender, at its election, to participate in any such proceedings.

  • Legal Proceedings, Etc There are no unsatisfied liabilities for Taxes with respect to any notice of deficiency or similar document received by the Company or any Subsidiary with respect to any Tax (other than liabilities for Taxes asserted under any such notice of deficiency or similar document which are being contested in good faith by the Company or a Subsidiary and with respect to which adequate reserves for payment have been established).

  • Legal Proceeding “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

  • Legal Proceedings; Contracts Except as described in the Registration Statement, the Disclosure Package and the Final Prospectus, there is no action, suit or proceeding before or by any court or governmental agency or body, domestic or foreign, now pending, or, to the knowledge of the Company, threatened against or affecting, the Company or any of its subsidiaries, which would reasonably be expected to result in any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Company and its subsidiaries considered as one enterprise, or might materially affect the properties or assets thereof; and there are no contracts or documents of the Company or any of its subsidiaries which are required to be filed as exhibits to the Registration Statement by the Securities Act or by the Securities Act Regulations which have not been so filed.

  • Corporate or Other Action All corporate (or other) action necessary for the valid execution, delivery and performance by each of the Borrowers of this Credit Agreement and the other Loan Documents to which it is or is to become a party shall have been duly and effectively taken, and evidence thereof satisfactory to the Lenders shall have been provided to each of the Lenders.

  • Legal Proceedings; Orders (a) Except as set forth in Part 3.15 of the Disclosure Letter, there is no pending Proceeding:

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