Litigation; Labor Matters. (i) There are no actions, suits, proceedings or investigations pending or, to the knowledge of any Authorized Officer of any Loan Party, threatened against such Loan Party or any Material Subsidiary of such Loan Party at law or in equity before any Official Body which individually or in the aggregate could reasonably be expected to result in any Material Adverse Change. None of the Loan Parties is in violation of any order, writ, injunction or any decree of any Official Body which may result in any Material Adverse Change.
Litigation; Labor Matters. (i) Except as set forth on Schedule 3.01(k), there is no suit, action or proceeding or investigation (including any preliminary inquiry however any Governmental Entity terms such a matter) pending before any Governmental Entity, or to the Knowledge of BEST, threatened, against or affecting BEST or its assets nor is there any judgment, decree, injunction, or order of any Governmental Entity outstanding against BEST..
Litigation; Labor Matters. (i) Except as set forth on Schedule 3.01(g) of the Disclosure Schedule, there is (A) no suit, action, claim, arbitration, complaint, charge or other proceeding (“Litigation”) pending against the Company or any Subsidiary before any court or Governmental Entity, and (B) to the knowledge of the Company, no Litigation threatened in writing or investigation or inquiry pending against the Company or any Subsidiary, nor is there any judgment, decree, citation, injunction ruling or order of any Governmental Entity or arbitrator outstanding against the Company or any Subsidiary which has or would reasonably be expected to have, any such effect. Except as set out in Schedule 3.01(g) of the Disclosure Schedule, in the past three years, neither the Company nor any Subsidiary has been subject to any Litigation nor has the Company or any Subsidiary entered into any settlement agreement prior to being sued or prosecuted.
Litigation; Labor Matters. (i) There is no suit, action or proceeding or investigation pending or, to the Knowledge of NOWTRANSIT, threatened against or affecting NOWTRANSIT, by any Governmental Entity or any other person. Nor to NOWTRANSIT’s Knowledge is there any basis for any such suit, action, proceeding or investigation that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect on NOWTRANSIT., Nor to the Knowledge of the NOWTRANSIT Shareholder Representative is there any judgment, decree, injunction, rule or order of any Governmental Entity or arbitrator outstanding against NOWTRANSIT. Neither NOWTRANSIT to the Knowledge of the NOWTRANSIT Shareholder Representative nor the NOWTRANSIT Shareholder Representative is or has been subject of any action, proceeding or investigation involving a claim or violation of or liability under federal or state securities laws.
Litigation; Labor Matters. (a) There are no pending (or, to the knowledge of Cinedigm, threatened) actions, investigations, suits, proceedings, audits, claims, demands, orders or disputes affecting any of the Phase I Group Members or Phase II Group Members with, by or before any Governmental Authority other than those that (a) cannot reasonably be expected to affect the Obligations, the Loan Documents, the other transactions contemplated therein, any Digital Cinema Deployment Agreement, any Exhibitor Agreement, any Service Agreement, the General Services Agreement or the Management Services Agreement and (b) would not have, individually or in the aggregate, a Material Adverse Effect.
Litigation; Labor Matters. (i) There is no suit, action or proceeding, inquiry or investigation pending or, to the Knowledge of VADO, threatened against or affecting VADO, by any Governmental Entity or any other person. Nor is there any basis for any such suit, action, proceeding or investigation that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect on VADO; nor is there any judgment, decree, injunction, rule or order of any Governmental Entity or arbitrator outstanding against VADO. Nor, to the Knowledge of VADO, has VADO been subject of any action, proceeding or investigation involving a claim or violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty.
Litigation; Labor Matters. (a) There is no suit, action or proceeding or investigation pending or, to the Knowledge of the Company, threatened against or affecting the Company or any Subsidiary or any basis for any such suit, action, proceeding or investigation that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect with respect to the Company or any Subsidiary or prevent, hinder or materially delay the ability of the Company to consummate the Transactions, nor is there any judgment, decree, injunction, rule or Order of any Governmental Entity or arbitrator outstanding against the Company having, or which, insofar as reasonably could be foreseen by the Company, in the future could have, any such effect. Neither the Company, any Subsidiary nor to the Company’s Knowledge, any director or officer of the Company or any Subsidiary thereof, is or has been the subject of any Order involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. There has not been, and to the knowledge of the Company and any Subsidiary there is not pending or contemplated, any investigation by the SEC involving the Company, any Subsidiary or any current or former director or officer of the Company or any Subsidiary.
Litigation; Labor Matters. There are no pending (or, to the knowledge of Cinedigm, threatened) actions, investigations, suits, proceedings, audits, claims, demands, orders or disputes affecting any of the Phase I Group Members or Phase II Group Members with, by or before any Governmental Authority other than those that (a) cannot reasonably be expected to affect the Obligations, the Loan Documents, the other transactions CONFIDENTIAL TREATMENT REQUESTED BY CINEDIGM DIGITAL CINEME CORP. OF CERTAIN PORTIONS OF THIS AGREEMENT IN ACCORDANCE WITH RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934. contemplated therein, any Digital Cinema Deployment Agreement, any Exhibitor Agreement, any Service Agreement, the General Services Agreement or the Management Services Agreement and (b) would not have, individually or in the aggregate, a Material Adverse Effect. There are no strikes, work stoppages, slowdowns or lockouts existing, pending or, to the knowledge of Cinedigm, threatened against or involving any Group Member, except, for those that would not, in the aggregate, have a Material Adverse Effect. As of the Closing Date, (a) there is no collective bargaining or similar agreement with any union, labor organization, works council or similar representative covering any employee of any Group Member, (b) no petition for certification or election of any such representative is existing or pending with respect to any employee of any Group Member and (c) no such representative has sought certification or recognition with respect to any employee of any Group Member;
Litigation; Labor Matters. (a) There are no actions, suits, proceedings, claims or disputes pending, threatened in writing or, to the knowledge of the Transaction Parties, contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against any Transaction Party or against any of their properties or revenues that (a) purport to affect or pertain to this Agreement or any other Investment Document, or any of the transactions contemplated hereby or (b) if determined adversely would reasonably be expected to have a Material Adverse Effect.
Litigation; Labor Matters. (i) The Company Disclosure Schedule sets forth, as of the date of this Agreement, all suits, actions, counterclaims, proceedings or governmental or internal investigations ("Actions") pending or, to the knowledge of the Company, threatened in writing against or affecting the Company or any of its Subsidiaries (other than American Colonial Insurance Company ("ACIC")) other than: (A) those Actions (other than Actions described in clause B, below) which individually could not reasonably be expected to result in liability to the Company in excess of $40,000, net of insurance proceeds; and (B) those Actions relating to any liability or alleged liability of the Company or any Subsidiary of the Company (other than ACIC) as an insurer where, individually, the reasonably expected loss does not exceed the amount reserved therefor by the Company or Subsidiary, as the case may be, or if in excess, such excess is not individually greater than $40,000, net of re-insurance proceeds. The Company Disclosure Schedule lists all Actions pending, or to the knowledge of the Company, threatened in writing against or affecting ACIC. Except as set forth in the Company Disclosure Schedule, none of such Actions (and no other Actions), individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, or prevent or materially delay the ability of the Company to consummate the transactions contemplated by this Agreement. In addition, there is not any judgment, decree, injunction, rule or order of any Governmental Entity or arbitrator outstanding, pending or to the Company's knowledge threatened against the Company or any of its Subsidiaries which could reasonably be expected to have any such effect.
