Litigation and Other Sample Clauses

Litigation and Other. ProceedingsThere is no action, suit, proceeding or investigation pending, or to the Originator’s knowledge threatened, against the Originator before any Official Body: (A) asserting the invalidity of this Agreement or any of the other Transaction Document, (B) seeking to prevent the ownership or acquisition by the Buyer of any Receivable or Related Right, the grant of a security interest in any Receivable or Related Right by the Buyer to the Administrative Agent, or the consummation of any of the transactions contemplated by this Agreement or any other Transaction Document, (C) seeking any determination or ruling that would materially and adversely affect the performance by the Originator of its obligations under, or the validity or enforceability of, this Agreement or any other Transaction Document or (D) individually or in the aggregate for all such actions, suits, proceedings and investigations that could reasonably be expected to have a Material Adverse Effect.
AutoNDA by SimpleDocs
Litigation and Other. Proceedings Except as set out in Schedule 3.1.46, there is no court, administrative, regulatory or similar proceeding (whether civil, quasi-criminal or criminal); arbitration or other dispute settlement procedure; investigation or inquiry by any governmental, administrative, regulatory or similar body; or any similar action, suit, claim, application, complaint, investigation or proceeding (collectively "proceedings") pending or, to the Vendor's knowledge, threatened, against or involving any of the Purchased Entities or affecting the Business or the transactions contemplated by this Agreement, and, to the Vendor's knowledge, there is no factual or legal basis which could give rise to any such action, suit, proceeding, claim, application, complaint or investigation. 3.1.47 Corporate Records The corporate or partnership records, as applicable, and minute books of each of the Purchased Entities contain complete and accurate copies of its articles, by-laws, shareholders and/or partnership agreements, every written resolution of directors, partners and shareholders, and minutes of all meetings of directors, partners and committees thereof and shareholders, as applicable, held since its date of formation, and all such meetings were duly called and held. The share certificate books, register of shareholders, record of partners, register of transfers and register of directors and officers, as applicable, of each of the Purchased Entities are complete and accurate. 3.1.48
Litigation and Other. Controversies Section 6.10...........................................................Taxes
Litigation and Other. PROCEEDINGS no litigation, arbitration or administrative proceedings before or of any court or governmental authority are presently pending or (to the best of its knowledge, information and belief) threatened which would have a material adverse effect on its ability to perform its obligations under this agreement; and
Litigation and Other. Controversies Section 6.10. Taxes Section 6.11. Approvals Section 6.12. Affiliate Transactions Section 6.13. Investment Company; Public Utility Holding Company Section 6.14. ERISA Section 6.15. Compliance with Laws Section 6.16. Other Agreements Section 6.17. No Default Section 6.18. Year 2000 Compliance SECTION 7. CONDITIONS PRECEDENT Section 7.1. All Advances Section 7.2. Initial Advance Section 7.3. Termination of Existing Credit Agreement Section 7.4. July 15 as Earliest Date SECTION 8. COVENANTS Section 8.1. Corporate Existence; Subsidiaries Section 8.2. Maintenance of Properties Section 8.3. Taxes and Assessments Section 8.4. Insurance Section 8.5. Financial Reports Section 8.6. Current Ratio Section 8.7. Interest Coverage Ratio Section 8.8. Tangible Net Worth Section 8.9. Debt to Earnings Ratio Section 8.10. Leverage Ratio Section 8.11. Indebtedness for Borrowed Money Section 8.12. Liens Section 8.13. Investments, Loans, Advances and Guaranties Section 8.14. Acquisitions Section 8.15. Sales and Leasebacks Section 8.16.

Related to Litigation and Other

  • Litigation and Other Notices Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Borrower obtains actual knowledge thereof:

  • Litigation and Other Proceedings Except as disclosed in the SEC Documents, there are no lawsuits or proceedings pending or, to the knowledge of the Company, threatened, against the Company or any subsidiary, nor has the Company received any written or oral notice of any such action, suit, proceeding or investigation, which could reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Documents, no judgment, order, writ, injunction or decree or award has been issued by or, to the knowledge of the Company, requested of any court, arbitrator or governmental agency which could result in a Material Adverse Effect.

  • Litigation and Other Controversies There is no litigation or governmental or arbitration proceeding or labor controversy pending, nor to the knowledge of the Borrower threatened, against the Borrower or any Subsidiary or any of their Property which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • Corporate and Other Proceedings All corporate and other proceedings, and all documents, instruments and other legal matters in connection with the transactions contemplated by this Amendment shall be reasonably satisfactory in all respects to the Administrative Agent;

  • Voting and Other Action Neither PFPC Trust nor its nominee shall vote any of the securities held pursuant to this Agreement by or for the account of the Fund, except in accordance with Written Instructions. PFPC Trust, directly or through the use of another entity, shall execute in blank and promptly deliver all notices, proxies and proxy soliciting materials received by PFPC Trust as custodian of the Property to the registered holder of such securities. If the registered holder is not the Fund, then Written Instructions or Oral Instructions must designate the person who owns such securities.

  • Attorneys’ Fees and Other Costs If either party breaches this Agreement, or if a dispute arises between the parties based on or involving this Agreement, the party that prevails in the resolution of such dispute is entitled to recover from the other party its reasonable attorneys’ fees, court costs, and expenses incurred in enforcing such rights or resolving such dispute. For purposes of this Section 10.11, the finder of fact shall be requested to answer affirmatively as to whether a party “prevailed” in order to recoup attorneys’ fees and other costs pursuant to this Section 10.11.

  • Stamp and other duties The Borrowers must pay all stamp, documentary, registration or other like duties or taxes (including any duties or taxes payable by any of the Banks) imposed on or in connection with any of the Underlying Documents, the Security Documents or the Loan or any Advance and agree to indemnify the Banks or any of them against any liability arising by reason of any delay or omission by the Borrowers to pay such duties or taxes.

  • Termination and Other Remedies a. If Registered User breaches the provisions in this Agreement or otherwise uses data or information improperly as deemed by Clerk, the Clerk has the right to terminate this Agreement immediately and pursue any other remedy available at law or in equity.

  • Notice of Litigation and Other Matters Prompt (but in no event later than ten (10) days after an officer of the Borrower obtains knowledge thereof) telephonic and written notice of:

  • Field Examination and Other Fees Subject to any limitations set forth in Section 5.7(c), Borrowers shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Loan Party or its Subsidiaries performed by or on behalf of Agent, and (ii) the fees, charges or expenses paid or incurred by Agent if it elects to employ the services of one or more third Persons to appraise the Collateral, or any portion thereof.

Time is Money Join Law Insider Premium to draft better contracts faster.