Common use of Litigation Clause in Contracts

Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Consolidated Party or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental AuthorityAuthority or other Person, by (i) against or against affecting the Borrower or Borrower, any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated herebytheir respective properties that would, or (b) either individually or in the aggregate are if adversely determined, be reasonably likely to have a Material Adverse Effect, or (ii) with respect to this Agreement or any of the other Credit Documents.

Litigation. There are no actions, suits suits, investigations, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries property that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated herebyhereby or thereby, or (b) either individually or in the aggregate are has had or could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims, disputes or proceedings investigations pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authoritygovernmental authority, by or against the Borrower or against any of its Subsidiaries properties or revenues that (a) either individually or in the aggregate could reasonably be expected to have a Material Adverse Effect or (b) purport to call into question the validity affect or enforceability of pertain to this Loan Agreement or any other Loan Document, loan agreement or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, arbitrations or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration governmental investigations by or before any Governmental AuthorityAuthority or other court or agency now filed or otherwise pending, by and to Borrower’s knowledge there are no such actions, suits, proceedings, arbitrations or governmental investigations threatened in writing against the Borrower Borrower, Guarantor or any of its Subsidiaries that the Collateral, in each case, (a) purport with respect to call into question any of the validity or enforceability of this Agreement or any other Loan Document, Documents or any of the transactions contemplated hereby, hereby or thereby or (b) either individually or in the aggregate are that would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrowerany Borrower after reasonable investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower Company or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the any Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the any Borrower or any Restricted Subsidiary or against any of its Subsidiaries their properties that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower, Borrower threatened, at law, in equity, in arbitration against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call before any court or arbitrator or any governmental body, agency or official which could have a Material Adverse Effect or which in any manner draws into question the validity or enforceability of, or could impair the ability of the Borrower to perform its obligations under, this Agreement or any other Loan DocumentAgreement, the Notes or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectother Loan Documents.

Litigation. There are is no actionsaction, suits suit, proceeding or proceedings arbitration pending oragainst, or to the knowledge of the BorrowerBorrower threatened against or affecting, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any Subsidiary before any court or arbitrator or any governmental body, agency or official in which there is a reasonable likelihood of its Subsidiaries that (a) purport an adverse decision which could reasonably be expected to call into question have a Material Adverse Effect or which has been brought by the Borrower or any Subsidiary and which in any manner questions the validity or enforceability of this Agreement or any other Loan DocumentAgreement, the Notes or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectother Loan Documents.

Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against threatened with respect to the Borrower or any of its Subsidiaries (i) that have had, or could reasonably be expected to have, a Material Adverse Effect, or (aii) purport to call into that question the validity or enforceability of this Agreement any of the Loan Documents, or of any other Loan Document, action to be taken by the Borrower or any of the transactions contemplated hereby, or (b) either individually or in other Credit Parties pursuant to any of the aggregate are reasonably likely to have a Material Adverse EffectLoan Documents.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedor threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any Subsidiary or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues (i) as of the Eighth Amendment Closing Date, that (a) purport pertain to call into question the validity or enforceability of this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated hereby, Transactions or (bii) either individually or in the aggregate are that would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, threatened at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedBorrower threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actions, suits or proceedings Litigation pending or, to the knowledge of the Borrower, threatened, at lawLaw, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any other Loan Party or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are aggregate, if determined adversely, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower, Borrowers threatened, at law, in equity, in arbitration against or before any Governmental Authority, by or against affecting the Borrower Borrowers or any of its their Subsidiaries that (a) purport to call before any court or arbitrator or any governmental body, agency or official which could have a Material Adverse Effect or which in any manner draws into question the validity or enforceability of, or could impair the ability of the Borrowers to perform their obligations under, this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectother Credit Documents.

Litigation. There are no actions, suits suits, proceedings, claims, disputes or proceedings investigations pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or against any of its Subsidiaries properties or revenues that (a) could reasonably be expected to be adversely determined, and, if so determined, either individually or in the aggregate could reasonably be expected to have a Material Adverse Effect or (b) purport to call into question the validity affect or enforceability of this Agreement or pertain to any other Loan Document, Document or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings or proceedings investigations of any kind pending or, to the knowledge or threatened against any of the Borrower, threatened, at law, in equity, in arbitration Borrowers or their Restricted Subsidiaries before any Governmental Authoritycourt, by tribunal or against the Borrower administrative agency or any of its Subsidiaries that board (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Documentthat, or any of the transactions contemplated herebyif adversely determined, would have a Material Adverse Effect, or (b) either individually which question the validity of this Credit Agreement or in any of the aggregate are reasonably likely other Loan Documents, or any action taken or to have a Material Adverse Effectbe taken pursuant hereto or thereto.

Litigation. There are is no actionsaction, suits suit or proceedings proceeding pending or, to the knowledge best of the Borrower’s knowledge, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or threatened against the Borrower or the applicable Fund(s) in any of its Subsidiaries that (a) purport court or before any arbitrator or governmental body which seeks to call into question the validity or enforceability of this Agreement or any other Loan Document, or restrain any of the transactions contemplated hereby, by this Agreement or (b) either individually or in the aggregate are which could reasonably likely be expected to have a Material Adverse Effect.material adverse effect on the assets or business operations of the Borrower or the applicable Fund(s) or the ability of such applicable Fund(s) to pay and perform their respective obligations hereunder and under the Notes; and

Litigation. There are no actions, claims, suits or proceedings pending or, to the knowledge Borrower's knowledge, threatened or reasonably anticipated against or affecting Borrower or any Subsidiary of the Borrower, threatened, at law, Borrower in equity, in arbitration any court or before any Governmental Authorityarbitrator or before any government commission, by board, bureau or against the Borrower other administrative agency that, if adversely determined, may reasonably be expected to result in a material adverse change in Borrower's business, operations, assets or any of its Subsidiaries financial condition as a whole, or that (a) purport to call into question would affect the validity or enforceability of this Agreement Agreement, the Warehousing Note or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims, disputes or proceedings investigations of or before any Governmental Authority, pending or, to the knowledge of the Borrowerany Group Member, threatenedthreatened in writing, at law, law or in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any Restricted Subsidiary or against any of its Subsidiaries their properties or revenues that (a) either individually or in the aggregate could reasonably be expected to have a Material Adverse Effect or (b) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, Document or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or Agreement, any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, claims, suits or proceedings pending or, to the knowledge Borrower’s knowledge, threatened or reasonably anticipated against or affecting Borrower or any Subsidiary of the Borrower, threatened, at law, Borrower in equity, in arbitration any court or before any Governmental Authorityarbitrator or before any government commission, by board, bureau or against the Borrower other administrative agency that, if adversely determined, may reasonably be expected to result in a material adverse change in Borrower’s business, operations, assets or any of its Subsidiaries financial condition as a whole, or that (a) purport to call into question would affect the validity or enforceability of this Agreement Agreement, the Warehousing Note or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after reasonable investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings or proceedings investigations pending or, to the knowledge of the Borrower’s knowledge, threatened, at law, in equity, in arbitration threatened by or before any court or any Governmental Authority, by body or against the Borrower agency or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate arbitration board which are reasonably likely to have materially adversely affect the business, financial position or results of operations of the Borrower and its Consolidated Entities, taken as a Material Adverse Effectwhole or the authority or ability of the Borrower to perform its obligations under this Agreement or the Notes.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrowers, threatened, threatened at law, in equity, in arbitration or before any Governmental Authority, by or against the Parent Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit or proceedings proceeding pending or, to the knowledge best of the Borrower's knowledge, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or threatened against the Borrower or the applicable Fund(s) in any of its Subsidiaries that (a) purport court or before any arbitrator or governmental body which seeks to call into question the validity or enforceability of this Agreement or any other Loan Document, or restrain any of the transactions contemplated hereby, by this Agreement or (b) either individually or in the aggregate are which could reasonably likely be expected to have a Material Adverse Effect.material adverse effect on the assets or business operations of the Borrower or the applicable Fund(s) or the ability of such applicable Fund(s) to pay and perform their respective obligations hereunder and under the Notes; and

Litigation. There are is no actionsaction, suits suit or proceedings proceeding pending oragainst, or to the knowledge of the BorrowerBorrower threatened against or affecting, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question the validity before any court or enforceability of this Agreement arbitrator or any other Loan Documentgovernmental body, agency or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are official which could reasonably likely be expected to have a Material Adverse Effect, or which in any manner draws into question the validity of this Agreement or the Notes.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the any Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the such Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, Document or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries that (ai) as of the Closing Date, purport to call into question the validity affect or enforceability of pertain to this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated hereby, Transaction or (bii) either individually or in the aggregate are has or, if adversely determined, would reasonably likely be expected to have have, a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the such Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the such Borrower or any Subsidiary or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge Knowledge of the BorrowerBorrowers, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the either Borrower or against any of its Subsidiaries their Properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are if determined adversely, could reasonably likely be reasonably expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, investigations or legal, equitable, arbitration or administrative proceedings pending or, to the knowledge of the any Borrower, threatened, at law, in equity, in arbitration threatened against or before any Governmental Authority, by or against the Borrower affecting ▇▇▇▇▇▇▇▇▇ or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of this Agreement or pertain to any other Loan Document, or any of the transactions contemplated hereby, Document or (b) either if determined adversely, could reasonably be expected, individually or in the aggregate are reasonably likely aggregate, to have result in a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Borrower, threatened, at law, threatened in equity, in arbitration writing against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that Restricted Subsidiary (a) purport except for the Disclosed Matters, that would reasonably be expected, individually or in the aggregate, to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, result in a Material Adverse Effect or (b) either individually that involve any of the Loan Documents or in the aggregate are reasonably likely to have a Material Adverse EffectTransactions.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the BorrowerBorrower and its Subsidiaries, threatened, at law, threatened against or in equity, any other way relating adversely to or affecting any Credit Party or any Subsidiary thereof or any of their respective properties in arbitration any court or before any arbitrator of any kind or before or by any Governmental Authority, by or against the Borrower or any of its Subsidiaries Authority that (a) purport to call into question the validity has or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect, or (b) materially and adversely affects any Transaction contemplated hereby.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, threatened at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or any Subsidiary thereof or against any of its Subsidiaries their respective properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or Agreement, any other Loan Document, the Merger Agreement or any the consummation of the transactions contemplated hereby, hereunder or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, grievances or proceedings investigations pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that threatened (ai) purport with respect to call into question the validity or enforceability of this Agreement or any other Loan DocumentDocument or (ii) that have had, or any of the transactions contemplated herebycould reasonably be expected to have, or (b) either individually or in the aggregate are reasonably likely to have aggregate, a Material Adverse EffectEffect or a material adverse effect on the Transaction.

Litigation. There are no actions, suits or proceedings pending ornor, to the knowledge of the Borrower, threatened, at law, threatened against or in equity, in arbitration any other way relating adversely to or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, Subsidiary or any of the transactions contemplated hereby, their respective properties in any court or before any arbitrator of any kind or before or by any Governmental Authority that (bi) either individually has or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect, or (ii) materially adversely affects any transaction contemplated hereby.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport purports to call into question affect the legality, validity or enforceability of this Agreement any Loan Document or any other Loan Document, or any the consummation of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings or proceedings investigations pending or, to the knowledge of the Borrower’s knowledge, threatened, at law, in equity, in arbitration threatened by or before any court or any Governmental Authority, by body or against the Borrower agency or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate arbitration board which are reasonably likely to have a Material Adverse Effectmaterially adversely affect the business, financial position or results of operations of the Borrower or the authority or ability of the Borrower to perform its obligations under this Agreement or the Notes.

Litigation. There are is no actionslitigation, suits action, suit or proceedings other legal or governmental proceeding pending or, to the best knowledge of the Borrower, threatened, at law, law or in equity, in arbitration or before or by any arbitrator or Governmental Authority, by or against Authority (i) relating to the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of transactions under this Agreement or any other Loan Document, or any (ii) in which there is a reasonable possibility of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably an adverse decision that is likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question challenge the validity or enforceability of any material provision of this Agreement or any other Loan Document, or any of the transactions contemplated herebyAgreement, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or against any of its Subsidiaries properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or against any of its Subsidiaries properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan DocumentAgreement, or any of the transactions contemplated herebyRelated Document, or (b) except as specifically disclosed to the Lender, either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any the consummation of the transactions contemplated herebyTransaction, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower Loan Parties or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) except as set forth on Schedule 4.6, either individually or in the aggregate are aggregate, if determined adversely, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit, or proceedings proceeding, or any governmental investigation or any arbitration, in each case pending or, to the knowledge of the Borrower, threatenedthreatened against Borrower, at law, in equity, in arbitration or any property of the Borrower before any Governmental Authority, by court or against the Borrower arbitrator or any of its Subsidiaries that governmental or administrative body, agency, or official (ai) purport to call into question which challenges the validity or enforceability of this Agreement or any of the other Loan Document, or any of the transactions contemplated hereby, Documents or (bii) either individually or in the aggregate are which, as reasonably likely to have be determined, and taking into account any insurance with respect thereto, would constitute a Material Adverse EffectChange.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings pending ordisputes pending, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that or against any of their properties or revenues which (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are collectively, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no not any actions, suits or proceedings at law or in equity or by or before any Governmental Authority now pending or, to the knowledge of the Borrower, threatened, at law, threatened (and reasonably likely to be commenced) in equity, in arbitration or before any Governmental Authority, by or writing against the Borrower or any of its Restricted Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, property or rights of the Borrower or any of the transactions contemplated herebyits Restricted Subsidiaries as to which there is a reasonable likelihood of an adverse determination and which, or (b) either if adversely determined, would individually or in the aggregate are reasonably likely to have result in a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings pending or, to the knowledge of the Borrower, threateneddisputes pending, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) except as disclosed in Schedule 5.06, either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any the consummation of the transactions contemplated hereby, Transactions or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental Authority, by arbitrator or other Person, (i) against or affecting the Borrower or Borrower, any of its Subsidiaries or any of their respective properties that could reasonably be expected to have a Material Adverse Effect, or (aii) purport with respect to call into question the validity or enforceability of this Agreement or any of the other Loan Document, Credit Documents or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectthereby.

Litigation. There are no actions, suits suits, proceedings, investigations, claims or proceedings disputes pending or, to the knowledge of any Guarantor or the Borrower, threatenedBorrower threatened or contemplated in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Company or against any of its Subsidiaries that their properties or revenues which (a) purport seek to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedor threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or any Subsidiary or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, Document or any of the transactions contemplated hereby, or (b) if adversely determined, either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit, proceeding or proceedings ---------- arbitration pending oragainst, or to the knowledge of the BorrowerBorrower threatened against or affecting, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question before any court or arbitrator or any governmental body, agency or official in which there is a reasonable likelihood of an adverse decision which would have a Material Adverse Effect or which in any manner questions the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse EffectNotes.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity or enforceability of enjoin this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated herebyTransaction, or (b) either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against any member of the Borrower Consolidated Group or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Credit Agreement or any other Loan Credit Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental Authority, by arbitrator or other Person, (i) against or affecting any of the Borrower Credit Parties or any of its Subsidiaries that their respective properties that, if adversely determined, could reasonably be expected to have a Material Adverse Effect, or (aii) purport with respect to call into question this Agreement, any of the validity or enforceability of this Agreement or any other Loan Document, Credit Documents or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectthereby.

Litigation. There are is no actionslitigation, suits action, suit or proceedings other legal or governmental proceeding pending or, to the best knowledge of the Borrower, threatened, at law, law or in equity, in arbitration or before or by any arbitrator or Governmental Authority, by or against Authority (i) relating to the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of transactions under this Agreement or any other Loan Document, or any (ii) in which there is a reasonable possibility of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to an adverse decision that would have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower, Borrower threatened, at law, in equity, in arbitration against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call into question the validity before any court or enforceability of this Agreement arbitrator or any other Loan Documentgovernmental body, agency or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are official which could reasonably likely be expected to have a Material Adverse Effect, or which in any manner draws into question the validity of, or could reasonably be expected to impair the ability of the Borrower to perform its obligations under, this Agreement, the Note or any of the other Loan Documents.

Litigation. There are is no actionsaction, suits suit, or proceedings proceeding pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration threatened against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Documentbasis therefor, or any of the transactions contemplated herebythat, or (b) either individually or in the aggregate are reasonably likely to if adversely determined, would have a Material Adverse EffectEffect or that would question the validity of the Loan Documents or any instrument, document or other agreement related hereto or required hereby, or impair the ability of the Borrower to perform its obligations under the foregoing agreements.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower, Borrower threatened, at law, in equity, in arbitration against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call before any court or arbitrator or any governmental body, agency or official which could have a Material Adverse Effect or which in any manner draws into question the validity or enforceability of, or could impair the ability of the Borrower to perform its obligations under, this Agreement or any other Loan DocumentAgreement, the Notes or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectother Transaction Documents.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or against any of the transactions contemplated hereby, their properties or (b) revenues that either individually or in the aggregate are aggregate, could reasonably likely be expected to have have, as of the Closing Date, a Closing Date Material Adverse Effect, and thereafter, a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims, disputes or proceedings investigations pending or, to the knowledge of the Borrower, threatenedBorrower threatened (in writing), at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower any Loan Party or any Restricted Subsidiaries or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity or enforceability of adversely affect this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated herebyTransactions, or (b) either individually or in the aggregate are aggregate, would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Responsible Officers of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any Subsidiary or against any of its Subsidiaries their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, Document or any of the transactions contemplated hereby, hereby or (b) either would reasonably be expected, individually or in the aggregate are reasonably likely aggregate, to have a Material Adverse Effect.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower threatened, against or affecting the Borrower before any court or arbitrator or any governmental body, agency or official which could reasonably be expected to have a material adverse effect on the business of the Borrower, threatened, at law, or which in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) purport to call into question manner questions the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.the

Litigation. There are no actions, suits or proceedings pending oragainst, or to the knowledge of the BorrowerBorrower threatened against or affecting, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the (i) Borrower or any of its Subsidiaries that assets, or (aii) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, Documents or any of the transactions contemplated herebyby the Loan Documents, by or (b) either before any Governmental Authority or arbitrator which could, individually or in the aggregate are aggregate, reasonably likely be expected to have result in a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated herebyTransaction, or (b) either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues (i) as of the Restatement DateSecond Amendment Closing, that (a) purport pertain to call into question the validity or enforceability of this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated hereby, Transactions or (bii) either individually or in the aggregate are that would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings pending ornor, to the knowledge of any Responsible Officer of the Borrower, threatened, at law, threatened against or in equity, in arbitration any other way relating adversely to or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries or any of their respective properties in any court or before any arbitrator of any kind or before or by any Governmental Authority that (a) purport to call into question the validity has had or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect, or (b) materially adversely affects any transaction contemplated hereby.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental AuthorityAuthority or other Person, by (i) against or against affecting any of the Borrower Credit Parties or any of its Subsidiaries their respective properties that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Documentwould, or any of the transactions contemplated herebyif adversely determined, or (b) either individually or in the aggregate are be reasonably likely to have a Material Adverse Effect, or (ii) with respect to this Agreement, any of the other Credit Documents or any of the transactions contemplated hereby or thereby.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or by or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are aggregate, would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, investigations or legal, equitable, arbitration or administrative proceedings pending or, to the knowledge of the any Borrower, threatened, at law, in equity, in arbitration threatened against or before any Governmental Authority, by or against the Borrower affecting ▇▇▇▇▇▇▇▇▇ or any of its Subsidiaries or against any of their properties or revenues that (ai) purport to call into question the validity affect or enforceability of this Agreement or pertain to any other Loan Document, or any of the transactions contemplated hereby, Document or (bii) either if determined adversely, could reasonably be expected, individually or in the aggregate are reasonably likely aggregate, to have result in a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, hereby or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Borrower, threatened, at law, threatened in equity, in arbitration writing against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Documenti), or any of the transactions contemplated herebyif adversely determined, or (b) either could reasonably be expected, individually or in the aggregate are reasonably likely aggregate, to have result in a Material Adverse EffectEffect or (ii) involve this Agreement, any of the other Loan Documents, the funding of any Loan or the issuance of any Letter of Credit.

Litigation. There are no actions, claims, suits or proceedings pending or, to the knowledge of the Borrower’s knowledge, threatened, at law, threatened or reasonably anticipated against or affecting Borrower in equity, in arbitration any court or before any Governmental Authorityarbitrator or before any government commission, by board, bureau or against the Borrower other administrative agency that, if adversely determined, may reasonably be expected to result in a material adverse change in Borrower’s business, operations, assets, or any of its Subsidiaries financial condition as a whole, or that (a) purport to call into question would affect the validity or enforceability of this Agreement Agreement, the Warehousing Notes or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, threatened in writing at law, in equity, in arbitration or before any Governmental Authority, Authority by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question provides a reasonable basis for questioning the validity or the enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, Document or (b) except as disclosed in Schedule 5.06(b), either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or threatened against the Borrower or any of its Subsidiaries that properties before any Governmental Authority, as of the Closing Date or at any time thereafter, (a) purport to call into question in which there is a reasonable possibility of an adverse determination that, individually or in the validity or enforceability of this Agreement or any other Loan Documentaggregate, or any of the transactions contemplated herebywould have a Material Adverse Effect, or (b) either individually that in any manner draws into question the validity, legality or in the aggregate are reasonably likely to have a Material Adverse Effectenforceability of any Loan Document or any transaction contemplated thereby.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the any Borrower, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower Newpark or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, Document or (b) either individually or in the aggregate are aggregate, if determined adversely, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental AuthorityAuthority or other Person, by (i) against or against affecting the Borrower or Borrower, any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated herebytheir respective properties that would, or (b) either individually or in the aggregate are if adversely determined, be reasonably likely to have a Material Adverse EffectEffect or (ii) with respect to this Agreement or any of the other Loan Documents.

Litigation. There are no actions, suits suits, proceedings, claims, disputes or proceedings investigations pending or, to the knowledge of the BorrowerBorrower or any Subsidiary, threatened, at lawLaw, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any Subsidiary or against any of its Subsidiaries their properties or revenues that (a) either individually or in the aggregate could reasonably be expected to have a Material Adverse Effect or (b) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, Document or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits or proceedings pending or, to to, the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against threatened with respect to the Borrower Borrowers or any of its their Subsidiaries (i) that have, or could reasonably be expected to have, a Material Adverse Effect, or (aii) purport to call into that question the validity or enforceability of this Agreement any of the Credit Documents, or of any other Loan Document, action to be taken by any Borrower or any of the transactions contemplated hereby, or (b) either individually or in other Credit Parties pursuant to any of the aggregate are reasonably likely to have a Material Adverse EffectCredit Documents.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the BorrowerBorrower after due and diligent investigation, threatenedthreatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are if determined adversely, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries that or against any of their properties or revenues (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) that either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse EffectEffect or (b) on the Closing Date, involving any of the Loan Documents or the Transaction.

Litigation. There are is no actionsaction, suits suit or proceedings proceeding, or any governmental investigation or any arbitration, in each case pending or, to the knowledge of the such Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or threatened against the such Borrower or any material property of its Subsidiaries that such Borrower before any court or arbitrator or any governmental or administrative body, agency or official (ai) purport to call into question which challenges the validity or enforceability of this Agreement or any the other Loan Document, or any of the transactions contemplated hereby, Credit Documents or (bii) either individually or in the aggregate are reasonably likely to which if adversely determined would have a Material Adverse EffectEffect on such Borrower.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question the validity affect or enforceability of pertain to this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are aggregate, could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues (i) as of the Third Amendment Closing Date, that (a) purport pertain to call into question the validity or enforceability of this Agreement or Agreement, any other Loan Document, Document or any the consummation of the transactions contemplated hereby, Transactions or (bii) either individually or in the aggregate are that would reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the Borrower, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental AuthorityAuthority or other Person, by (i) against or against affecting the Borrower or Borrower, any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated herebytheir respective properties that would, or (b) either individually or in the aggregate are if adversely determined, be reasonably likely to have a Material Adverse Effect, or (ii) with respect to this Agreement, any of the other Transaction Documents or any of the Transactions.

Litigation. There are is no actionsaction, suits suit or proceedings pending orproceeding pending, or to the knowledge of the Borrower, Borrower threatened, at law, in equity, in arbitration against or before any Governmental Authority, by or against affecting the Borrower or any of its Subsidiaries that (a) purport to call before any court or arbitrator or any governmental body, agency or official which could have a Material Adverse Effect or which in any manner draws into question the validity or enforceability of, or could impair the ability of the Borrower to perform its obligations under, this Agreement or any other Loan DocumentAgreement, the Note or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effectother Loan Documents.

Litigation. There are is no actionsaction, suits suit, investigation, litigation or proceedings proceeding, in each case pending or, to the best knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against threatened affecting the Borrower or any of its Subsidiaries before any court, governmental agency or arbitrator that (a) purport is reasonably likely to call into question affect the legality, validity or enforceability of this Agreement or any other Loan Document, Note or any the consummation of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.

Litigation. There are no actions, suits suits, proceedings, claims or proceedings disputes pending or, to the knowledge of the Borrower, threatenedthreatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to call into question challenge the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated herebyAgreement, or (b) except as disclosed in the SEC Reports, either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect.

Litigation. There are no actions, investigations, suits or proceedings pending or, to the knowledge of the BorrowerApplicant, threatened, at law, in equityequity or in arbitration, in arbitration or before any court, other Governmental AuthorityAuthority or other Person, by (i) against or against affecting the Borrower or Applicant, any of its Subsidiaries that (a) purport to call into question the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated herebytheir respective properties that would, or (b) either individually or in the aggregate are if adversely determined, be reasonably likely to have a Material Adverse EffectEffect or (ii) with respect to this Agreement or any of the other Credit Documents.

Litigation. There are no actions, suits or proceedings pending ornor, to the knowledge of the Borrower, threatened, at law, threatened against or in equity, any other way relating adversely to or affecting any Credit Party or any Subsidiary thereof or any of their respective properties in arbitration any court or before any arbitrator of any kind or before or by any Governmental Authority, by or against the Borrower or any of its Subsidiaries Authority that (a) purport to call into question the validity has or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are could reasonably likely be expected to have a Material Adverse Effect, or (b) materially adversely affects any transaction contemplated hereby.

Litigation. There are no actions, claims, suits or proceedings pending or, to the knowledge Borrower's knowledge, threatened or reasonably anticipated against or affecting any Borrower or any Subsidiary of the Borrower, threatened, at law, Borrowers in equity, in arbitration any court or before any Governmental Authorityarbitrator or before any government commission, by board, bureau or against the Borrower other administrative agency that, if adversely determined, may reasonably be expected to result in a material adverse change in any Borrower's business, operations, assets or any of its Subsidiaries financial condition as a whole, or that (a) purport to call into question would affect the validity or enforceability of this Agreement Agreement, the Notes or any other Loan Document, or any of the transactions contemplated hereby, or (b) either individually or in the aggregate are reasonably likely to have a Material Adverse Effect.