Common use of Litigation; Compliance with Laws Clause in Contracts

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 14 contracts

Samples: Merger Agreement (PET Acquisition LLC), Lease Agreement (BJ's Wholesale Club Holdings, Inc.), First Amendment Agreement (PET Acquisition LLC)

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Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings (prior to a Qualified IPO) or the Borrower, threatened in writing against Holdings or affecting the Borrower or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under the Transactions or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 13 contracts

Samples: Incremental Assumption and Amendment Agreement (PlayAGS, Inc.), Credit Agreement (AP Gaming Holdco, Inc.), Incremental Assumption Agreement (PlayAGS, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pendingpending against, or, or to the knowledge of Holdings or the Borrower, Lead Borrower threatened in writing against against, Holdings or affecting the Lead Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actionsLoan Document, suits the Transactions or proceedings arising under the payment of the Transaction Costs or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the BorrowerBorrowers, threatened in writing against or affecting the Borrower Borrowers or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.135.13), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower Borrowing Base Parties or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 4 contracts

Samples: First Amendment Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary of its Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Samples: Assignment and Acceptance (Smart & Final Stores, Inc.), Credit Agreement (Smart & Final Stores, Inc.), Credit Agreement (Smart & Final Stores, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pendingpending against, or, or to the knowledge of Parent or the Borrower, Lead Borrower threatened in writing against against, Parent or affecting the Lead Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding i) that challenges any actionsLoan Document, suits the Transactions or proceedings arising under the payment of the Transaction Costs or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would (ii) that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.), Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.), Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of before any Governmental Authority or in arbitration now pending, pending or, to the knowledge of Overnite or the Borrower, threatened in writing against or affecting Overnite, the Borrower or any Restricted other Subsidiary or any business, property or rights of any such Person person (but excluding i) that involve any actionsLoan Document or the Transactions or (ii) as to which there is a reasonable possibility of an adverse determination and that, suits or proceedings arising under or relating to any Environmental Lawsif adversely determined, which are subject to Section 3.13), in each case, which would could reasonably be expected to haveexpected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Overnite Corp), Credit Agreement (Overnite Corp), Credit Agreement (Overnite Corp)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pendingpending against, or, or to the knowledge of Holdings or the Borrower, Borrower threatened in writing against against, Holdings or affecting the Borrower or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person (but excluding i) that involve any actionsLoan Document, suits the Transactions or proceedings arising under the payment of the Transaction Costs or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Tuesday Morning Corp/De), Credit Agreement (Tuesday Morning Corp/De), Credit Agreement (Tuesday Morning Corp/De)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or, to the knowledge of Holdings, Intermediate Holdings or any Borrower, investigations by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Holdings, Intermediate Holdings or any Borrower, threatened in writing against or affecting the Borrower Holdings, Intermediate Holdings or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, person which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (MPM Silicones, LLC), Credit Agreement (Momentive Performance Materials Inc.), Credit Agreement (Momentive Performance Materials Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pendingpending against, or, or to the knowledge of Parent or the Borrower, Lead Borrower threatened in writing against against, Parent or affecting the Lead Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actionsLoan Document, suits the Transactions or proceedings arising under the payment of the Transaction Costs or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.), Intellectual Property Security Agreement (Ollie's Bargain Outlet Holdings, Inc.)

Litigation; Compliance with Laws. (1a) There Except as set forth in Schedule 3.08, there are no not any actions, suits or proceedings at law or in equity or by or on behalf of before any Governmental Authority or in arbitration now pending, pending or, to the knowledge of the BorrowerCompany, threatened in writing against or affecting the Borrower Company or any Restricted Subsidiary or any business, property or rights of any such Person person (but excluding i) which involve any actionsLoan Document or the Transactions or (ii) as to which there is a reasonable possibility of an adverse determination and which, suits or proceedings arising under or relating to any Environmental Lawsif adversely determined, which are subject to Section 3.13), in each case, which would reasonably be expected to havecould, individually or in the aggregate, result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Facility Agreement (Tredegar Industries Inc), Credit Agreement (Tredegar Corp)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower Parties or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Neiman Marcus Group LTD Inc.), Revolving Credit Agreement (Neiman Marcus Group LTD LLC)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings (prior to a Qualified IPO) or the BorrowerBorrowers, threatened in writing against or affecting Holdings or the Borrower Borrowers or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under the Transactions or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (RBS Global Inc), Credit Agreement (Rexnord Corp)

Litigation; Compliance with Laws. (1a) There are no not any actions, suits or proceedings at law or in equity or by or on behalf of before any Governmental Authority or in arbitration now pending, pending or, to the knowledge of the Borrowerany Responsible Officer, threatened in writing against or affecting the Borrower any Loan Party or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding i) which involve any actionsLoan Document or the Transactions or (ii) as to which there is a reasonable likelihood of an adverse determination and which, suits or proceedings arising under or relating to any Environmental Lawsif adversely determined, which are subject to Section 3.13), in each case, which would reasonably be expected to havecould, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Tredegar Corp), Credit Agreement (Tredegar Corp)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pendingpending against, or, or to the knowledge of Holdings or the Borrower, Borrower threatened in writing against against, Holdings or affecting the Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actionsLoan Document, suits the Transactions or proceedings arising under the payment of the Transaction Costs or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the any Borrower, threatened in writing against or affecting the any Borrower or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Samples: Loan Agreement (Ulta Beauty, Inc.), Second Amended And (Ulta Beauty, Inc.)

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Litigation; Compliance with Laws. (1a) There are no not any actions, suits or proceedings at law Law or in equity or by or on behalf of before any Governmental Authority or in arbitration now pending, pending or, to the knowledge of the Borrower, threatened in writing against or affecting the Parent, the Borrower or any Restricted Subsidiary their Subsidiaries, or any business, property or rights of any such Person Person, (but excluding any actionsi) that involve this Agreement or the Transactions or (ii) as to which there is a reasonable possibility of an adverse determination and that, suits or proceedings arising under or relating to any Environmental Lawsif adversely determined, which are subject to Section 3.13), in each case, which would could reasonably be expected to haveexpected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Telergy Inc /Ny)

Litigation; Compliance with Laws. (1) xxviii. There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings (prior to a Qualified IPO) or the BorrowerBorrowers, threatened in writing against or affecting Holdings or the Borrower Borrowers or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under the Transactions or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (RBS Global Inc)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Lead Borrower, threatened in writing against or affecting the Borrower BorrowerBorrowers or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Assignment and Acceptance (Neiman Marcus Group LTD LLC)

Litigation; Compliance with Laws. (1) There 3. Except for the Cases, there are no unstayed actions, suits or proceedings at law or in equity or or, to the knowledge of the Borrowers, investigations by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings or the BorrowerBorrowers, threatened in writing against or affecting Holdings or the U.S. Borrower or any Restricted Subsidiary of its Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, person which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Loan Credit Agreement (Noranda Aluminum Holding CORP)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of before any Governmental Authority or in arbitration now pending, pending or, to the knowledge of Holdings or the Borrower, threatened in writing against or affecting Holdings, the Borrower or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding i) that involve any actionsLoan Document or the Transactions or (ii) as to which there is a reasonable possibility of an adverse determination and that, suits or proceedings arising under or relating to any Environmental Lawsif adversely determined, which are subject to Section 3.13), in each case, which would could reasonably be expected to haveexpected, individually or in the aggregate, to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Diamond Resorts International, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings (prior to a Qualified IPO) or the BorrowerBorrowers, threatened in writing against Holdings or affecting the Borrower Borrowers or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under the Transactions or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Intercreditor Agreement (Rexnord Corp)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting any of the Borrower Parties or any Restricted Subsidiary of their Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Smart & Final Stores, Inc.)

Litigation; Compliance with Laws. (1a) There As of the Closing Date, there are no actions, suits or proceedings at law or in equity or or, to the knowledge of the Borrower, investigations by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any of its Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would (ii) could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Affinion Group Holdings, Inc.)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the BorrowerCompany, threatened in writing against or affecting the Borrower Holdings or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, except for the Disclosed Matters, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Xerox Corp)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the any Borrower Parties or any Restricted Subsidiary of their Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Samples: Assignment and Acceptance (Smart & Final Stores, Inc.)

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