Common use of Litigation and Liabilities Clause in Contracts

Litigation and Liabilities. Except as set forth in Annex 4.1(i), there are no (i) civil, criminal or administrative actions, suits, claims, hearings, investigations or proceedings before any court, governmental agency or otherwise pending or, to Seller's Knowledge, threatened against Seller or (ii) obligations or liabilities, whether or not accrued, contingent or otherwise, including, without limitation, those relating to environmental and occupational safety and health matters, or any other facts or circumstances of which its management is aware that could reasonably be expected to result in any claims against or obligations or liabilities of it, that, alone or in the aggregate, are reasonably likely to have a Material Adverse Effect on it or to hinder or delay, in any material respect, consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Royal Bancshares of Pennsylvania Inc), Purchase and Assumption Agreement (Crusader Holding Corp)

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Litigation and Liabilities. Except as set forth in Annex 4.1(i3.2(r), there are no (i) civil, criminal or administrative actions, suits, claims, hearings, investigations or proceedings before any court, governmental agency or otherwise pending or, to Seller's Knowledgethe knowledge of management, threatened against Seller it or (ii) obligations or liabilities, whether or not accrued, contingent or otherwise, including, without limitation, those relating to environmental and occupational safety and health matters, or any other facts or circumstances of which its management is aware that could reasonably be expected to result in any claims against or obligations or liabilities of it, that, alone or in the aggregate, are reasonably likely to have a Material Adverse Effect on it SBI, on a consolidated basis, or to hinder or delay, in any material respect, consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Affiliation (Susquehanna Bancshares Inc), Agreement and Plan (Susquehanna Bancshares Inc)

Litigation and Liabilities. Except as set forth in Annex 4.1(i3.1(i), there are no (i) civil, criminal or administrative actions, suits, claims, hearings, investigations or proceedings before any court, governmental agency or otherwise pending or, to Seller's Knowledgethe knowledge of management, threatened against Seller it or (ii) obligations or liabilities, whether or not accrued, contingent or otherwise, including, without limitation, those relating to environmental and occupational safety and health matters, or any other facts or circumstances of which its management is aware that could reasonably be expected to result in any claims against or obligations or liabilities of it, that, alone or in the aggregate, are reasonably likely to have a Material Adverse Effect on it or to hinder or delay, in any material respect, consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan (Susquehanna Bancshares Inc), Agreement and Plan of Affiliation (Susquehanna Bancshares Inc)

Litigation and Liabilities. Except as set forth in Annex 4.1(i3.2(i), there are no (i) civil, criminal or administrative actions, suits, claims, hearings, investigations or proceedings before any court, governmental agency or otherwise pending or, to Seller's Knowledgethe knowledge of management, threatened against Seller it or (ii) obligations or liabilities, whether or not accrued, accrued (contingent or otherwise, including, without limitation, those relating to environmental and occupational safety and health matters, or any other facts or circumstances of which its management is aware that could reasonably be expected to result in any claims against or obligations or liabilities of it), that, alone or in the aggregate, are reasonably likely to have a Material Adverse Effect on it or to hinder or delay, in any material respect, consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hanover Bancorp Inc)

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Litigation and Liabilities. Except as set forth in Annex 4.1(i3.1(i), there are no (i) civil, criminal or administrative actions, suits, claims, hearings, investigations or proceedings before any court, governmental agency or otherwise pending or, to Seller's Knowledgethe knowledge of management, threatened against Seller it or (ii) obligations or liabilities, whether or not accrued, accrued (contingent or otherwise, including, without limitation, those relating to environmental and occupational safety and health matters, or any other facts or circumstances of which its management is aware that could reasonably be expected to result in any claims against or obligations or liabilities of it), that, alone or in the aggregate, are reasonably likely to have a Material Adverse Effect on it or to hinder or delay, in any material respect, consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hanover Bancorp Inc)

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