Litigation; Violations. Advise the Buyer promptly of any receipt of written notice of any, or material updates in respect of pending, litigation, arbitration proceeding or administrative hearing (including condemnation) before any Governmental Authority which affects any of such Seller’s Property or such Seller’s ability to consummate the transaction, in whole or in part, as contemplated by this Agreement. Such Seller shall deliver to the Buyer, promptly after receipt thereof, copies of any written notices of violations or other notices regarding any of such Seller’s Property received by such Seller. Such Seller may not settle any claim or compromise any litigation or proceeding affecting any Transferred Asset without the prior approval of the Buyer, which approval shall not be unreasonably withheld, conditioned or delayed; provided that any such settlement shall not have any material adverse effect upon (i) such Seller’s ability to consummate the transactions contemplated by this Agreement, (ii) such Seller’s ownership of any Transferred Asset or any Property or (iii) the operation or value of any of such Seller’s Transferred Assets.
Litigation; Violations. Advise the Buyer promptly of any receipt of written notice of any litigation, arbitration proceeding or administrative hearing (including condemnation) before any Governmental Authority which affects any Property or any Seller’s ability to consummate the transaction as contemplated by this Agreement and is instituted after the date of this Agreement. Deliver to the Buyer, promptly after receipt thereof, copies of any written notices of violations or other notices regarding any Property received by the Sellers. Seller may not settle any claim or compromise any litigation or proceeding affecting any Asset without the prior approval of the Buyer which approval shall not be unreasonably withheld, conditioned or delayed provided that any such settlement shall not have any material adverse effect upon (1) any Seller’s ability to consummate the transactions contemplated by this Agreement, (2) the ownership of any Asset or any Property or (3) the operation or value of any Property or Asset.
Litigation; Violations. (a) Promptly notify Agent in writing of any written claim, litigation, suit or administrative proceeding against any Loan Party, whether or not the claim is covered by insurance, which in any such case (i) seeks damages in excess of $5,000,000 not otherwise covered by insurance, (ii) seeks injunctive relief, which would reasonably be expected to result in liability in excess of $5,000,000 not otherwise covered by insurance, (iii) is asserted or instituted against any Loan Party in connection with any Plan, (iv) alleges criminal misconduct by any Loan Party or Subsidiary of a Loan Party or which would reasonably be expected to result in liability in excess of $5,000,000 not otherwise covered by insurance or (v) alleges the violation of any Law regarding, or seeks remedies in connection with, any Environmental Liabilities which, in each of cases (iii) and (v) would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
Litigation; Violations. Seller shall promptly notify Purchaser of any litigation, arbitration, proceeding, or administrative hearing (including condemnation) before any governmental authority that Seller gains knowledge of, which affects Seller, the Targets or the Property which is instituted after the Effective Date and which, if adversely determined, could materially adversely affect (i) Seller’s ability to consummate the transactions contemplated by this Contract, (ii) Purchaser in connection with its ownership of the Targets or (iii) the use, value or operation of the Property. Seller shall promptly deliver to Purchaser after receipt thereof copies of any written notices of alleged violations or other material written notices regarding the Property (including any material default under any Property Contract) received by Seller or any of the Targets.
Litigation; Violations. Seller shall promptly advise Buyer of any litigation, arbitration proceeding or administrative hearing (including condemnation) before any governmental agency in which Seller is a party or a participant and which directly affects the Property in any material respect, which is instituted after the Effective Date and which, if adversely determined, would materially adversely affect (i) Seller’s ability to consummate the transactions contemplated by this Agreement, (ii) the ownership of the Property or (iii) the operation of the Property. Seller shall deliver to Buyer promptly after receipt thereof copies of any written notices of violations or other material written notices regarding the Property received by Seller.
Litigation; Violations. 47 4.12.1 Litigation ...................................... 47 4.12.2 Violations ...................................... 48 4.13 Complaints ................................................ 48 4.14 Reports ................................................... 48 4.15
Litigation; Violations. Seller shall advise Purchaser promptly of Seller’s receipt of written notice of any litigation, arbitration proceeding or administrative hearing (including without limitation condemnation) which involves the Property or any portion thereof or Seller’s ability to consummate the Transaction as contemplated by this Agreement. Seller shall deliver copies to Purchaser, promptly after receipt, of any written notices of violations regarding the Property or any portion thereof received by Seller. Seller may not settle any claim or compromise any litigation or proceeding which would be binding upon the Property or any portion thereof or affect in any material respect the operations thereof, without Purchaser’s prior written consent (which consent may be withheld in Purchaser’s sole discretion).
Litigation; Violations. (i) Advise the Buyer promptly of any commenced or, to Seller knowledge, threatened litigation, arbitration, proceeding or administrative hearing (including condemnation) before any Governmental Authority which affects or relates to (A) the Seller’s ability to consummate the transactions contemplated by this Agreement or (B) the Asset.
Litigation; Violations. At all times prior to Closing, Seller shall advise Purchaser promptly of any receipt of written notice (and deliver to Purchaser copies of same) of any litigation, arbitration proceeding or administrative hearing (including condemnation) before any governmental agency which affects any Property or Seller’s ability to consummate the transaction as contemplated by this Agreement and that is instituted after the Effective Date. Seller may not settle any claim or compromise any litigation or proceeding affecting the Property without the prior approval of Purchaser, which approval shall not be unreasonably withheld, conditioned or delayed provided that any such settlement shall not have any material adverse affect upon (1) Seller’s ability to consummate the transactions contemplated by this Agreement, (2) the ownership of any Property or (3) the operation or value of any Property.
Litigation; Violations. As of the Effective Date, to Seller’s knowledge and except as set forth in Schedule 5(a)(viii), there is no suit, action or litigation affecting Seller which, if resolved adversely, would have a material adverse effect on the Property or on the ability of Seller to consummate the transactions contemplated hereby. As of the Effective Date, Seller has received no written notice of any violations of any governmental law, ordinance, requirement, order or regulation which remains uncured the violation of which would have a material adverse effect on the Property or on the ability of Seller to consummate the transactions contemplated hereby.
