Litigation and Regulatory Matters. During and after the Term, the Employee will reasonably cooperate with Live Nation in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of Live Nation which relate to events or occurrences that transpired while the Employee was employed by Live Nation. The Employee’s cooperation in connection with such claims or actions shall include, without limitation, being available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of Live Nation at mutually convenient times. During and after the Employee’s employment, the Employee also shall cooperate fully with Live Nation in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while the Employee was employed by Live Nation. If any such cooperation occurs after the Employee’s termination of employment with Live Nation, then Live Nation shall reimburse the Employee for all reasonable costs and expenses incurred in connection with the Employee’s performance under this Section 10.
Litigation and Regulatory Matters. The Borrower shall provide the Administrative Agent:
Litigation and Regulatory Matters. Schedule 5.6 of the FDB Book of Schedules sets forth a list of all actions, suits or proceedings pending as of the date hereof in which FDB or any FDB Subsidiary is a named party, other than collection or foreclosure actions brought by FDB or any FDB Subsidiary in the ordinary course of business and where no counterclaim has been filed against FDB or such FDB Subsidiary. Except as set forth on Schedule 5.6 of the FDB Book of Schedules, there is no action, suit, proceeding, claim or formal written protest by any Person or agency, or any investigation or report by any regulatory authority having jurisdiction over FDB or any FDB Subsidiary or any of its respective assets or businesses which is pending or, to FDB's knowledge, threatened against FDB or any FDB Subsidiary, or any of its respective officers or directors in their capacities as such, or its assets, business or goodwill which would reasonably be expected to have a Material Adverse Effect on FDB or which would impair FDB's ability to consummate the Merger. FDB further represents and warrants that except as set forth on Schedule 5.6 of the FDB Book of Schedules, it does not know or have any reason to believe that there is any basis for assertion against it or any FDB Subsidiary of any material claims based upon the wrongful action or inaction of either FDB or any FDB Subsidiary, and any of their respective officers, directors or employees which would reasonably be expected to have a Material Adverse Effect on FDB or which would impair FDB's ability to consummate the Merger. Neither FDB nor any FDB Subsidiary is subject to, or in default with respect to, nor are any of its assets subject to, any outstanding judgment, regulatory agreement, injunction, writ, order or decree or any other requirement of any governmental body or court or of any governmental agency or instrumentality which would reasonably be expected to have a Material Adverse Effect on FDB or which would impair FDB's ability to consummate the Merger.
Litigation and Regulatory Matters. Schedule 3.5 of the Cottage Grove Book of Schedules sets forth a list of all actions, suits, agreements with Regulatory Authorities or legal or administrative proceedings pending or existing as of the date hereof in or to which the Bank is a named party or is subject. Except as set forth on Schedule 3.5 of the Cottage Grove Book of Schedules, there is no action, suit, proceeding, claim or formal written protest by any Person or agency, or any investigation, report or agreement by or with any regulatory authority having jurisdiction over Seller or the Bank or any of their respective assets or businesses which exists or is pending or, to Seller's knowledge, threatened against Seller or the Bank, or any of the Bank's officers or directors in their capacities as such, or its assets, business or goodwill which would reasonably be expected to have a material adverse effect on the financial condition, assets or business of the Bank or which would impair Seller's ability to consummate the Acquisition. Seller further represents and warrants that except as set forth on Schedule 3.5 of the Cottage Grove Book of Schedules, Seller does not know or have any reason to believe that there is any basis for assertion against the Bank of any material claims based upon the wrongful action or inaction of any of its officers, directors or employees which would reasonably be expected to have a material adverse effect on the financial condition, assets or business of the Bank or which would impair Seller's ability to consummate the Acquisition. The Bank is not subject to, or in default with respect to, nor are any of its assets subject to, any outstanding judgment, regulatory agreement, injunction, writ, order or decree or any other requirement of any governmental body or court or of any governmental agency or instrumentality which would reasonably be expected to have a material adverse effect on the financial condition, assets or business of the Bank.
Litigation and Regulatory Matters. Notwithstanding the foregoing, following a termination of Executive’s employment, Executive shall make himself reasonably available to the Company to assist in any litigation or potential litigation matter or any investigation or review of any federal, state or local regulatory authority that relates to events or occurrences that transpired while Executive was employed by the Company. If Executive is called upon to assist the Company pursuant to his obligations under this section, the Company shall compensate Executive at the rate of his per diem Base Salary with the Company that was in effect immediately prior to his termination of employment and shall reimburse his out-of-pocket expenses.
Litigation and Regulatory Matters. We are a party to various litigation and regulatory matters, investigations, and proceedings. Some of the more frequent routine litigations incidental to our business are based on burial practices claims and employment-related matters, including discrimination, harassment, and wage and hour laws and regulations. For each of our outstanding legal matters, we evaluate the merits of the case, our exposure to the matter, possible legal or settlement strategies, and the likelihood of an unfavorable outcome. We intend to vigorously defend ourselves in the matters described herein; however, if we determine that an unfavorable outcome is probable and can be reasonably estimated, we establish the necessary accruals. We hold certain insurance policies that may reduce cash outflows with respect to an adverse outcome of certain of these matters. We accrue such insurance recoveries when they become probable of being paid and can be reasonably estimated.
Litigation and Regulatory Matters. Each Party will notify the other Parties in writing by personal deliver, facsimile or by email within five (5) days following (i) the commencement of any action, suit or proceeding brought against any Party, or (ii) issuance of any order, writ, injunction, award or decree of any court, agency or other governmental or quasi-governmental body which, in either case, could have a material adverse effect on the Marks, the Products and Services or the operation or financial condition of either Party's business or that of their Affiliates.
Litigation and Regulatory Matters. Except as set forth on Schedule 4.7, (a) there is no pending or, to the Knowledge of Seller, threatened Legal Proceeding to which any Company is a party (either as plaintiff or defendant), to which its assets are subject, or to which Seller or any Affiliate of Seller is a party, relating to the Companies, including any claims, demands, disputes, lawsuits, judicial, regulatory, or other Legal Proceedings, Orders, or other breaches of Legal Requirements or similar matters; (b) there are no agreements or other documents or instruments settling or proposing to settle any such Legal Proceeding; (c) no Order has been issued that is binding upon any Company or the Business; (d) no event has occurred or circumstances exist that may give rise to, or serve as a basis for, any such Legal Proceeding; and (e) the reserves reflected on the latest Financial Statements adequately reflect the anticipated total amounts likely to be incurred by such Company for any Losses, damages, and expenses relating to such matters listed on said Schedule 4.7.
Litigation and Regulatory Matters. First Commercial and the First Commercial Banks have disclosed in Schedule Q attached hereto all material actions, suits, proceedings and investigations pending or, to the knowledge of First Commercial or the First Commercial Banks, threatened against or affecting First Commercial or any First Commercial Bank or any property or rights or stock of First Commercial or any First Commercial Bank, or their respective officers or directors (in their capacity as such) at law or in equity, or before or by any court or other governmental instrumentality, excluding actions affecting the banking industry generally. Except to the extent so disclosed in Schedule Q, none of such actions, suits, proceedings or investigations, either (i) involves a claim for an amount exceeding the amount recoverable by First Commercial or any First Commercial Bank under any applicable insurance policies, subject to the deductible amounts under such policies, or (ii) results or would result, if adversely determined, in any material adverse change in the business, operations, prospects or assets or the condition, financial or otherwise, of First Commercial and the First Commercial Banks, taken as a whole. Except as so disclosed in Schedule Q, neither First Commercial nor any First Commercial Bank is subject to any continuing court or administrative order, writ, injunction, decree, agreement, memorandum or letter applicable specifically to it or to its business, property or employees, and neither First Commercial nor any First Commercial Bank is in default with respect to any order, writ, injunction or decree, agreement, memorandum or letter of any court or other governmental instrumentality.
Litigation and Regulatory Matters. 14.1 Other than in connection with the normal course of its insurance business no Group Company is engaged in any capacity in any litigation, arbitration, prosecution or other legal proceedings or in any proceedings or hearings before any statutory or governmental body, department, board or agency or other dispute resolution proceedings and no such litigation, arbitration, prosecution or other proceedings are pending.
