No Default, Violation or Litigation. The Company is not in violation of any law or order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality (including, without limitation, laws, regulations, orders and restrictions applicable to environmental standards and controls, wages and hours, civil rights and occupational health and safety), which violation would have an adverse effect upon the assets, liabilities, financial condition, or results of operation of the Company or its right to conduct its business as presently conducted, nor has it received any notice of noncompliance. There are no lawsuits, proceedings, claims or governmental investigations pending or threatened against, or involving the Company or its properties or business. There is no basis for any action which would have an adverse effect upon the assets, liabilities, financial condition, or results or operations of the Company or its right to conduct its business as presently conducted. There are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against the Company which could adversely affect the assets, liabilities, financial condition, or operations of the Company or its right to conduct its business as presently conducted.
No Default, Violation or Litigation. Sapientia is not in violation of any law, regulation or order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality including, without limitation, laws, regulations, orders, restrictions and compliance schedules applicable to environmental standards and controls, wages and hours, human rights and occupational health and safety. There are no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of the Sapientia Shareholders, threatened against, or involving, Sapientia or against its property or business. There is no basis known to the Sapientia Shareholders for any such action which could have a material adverse effect upon the properties, assets, liabilities, financial condition, results of operations or business prospects of Sapientia or its right to conduct its business as presently conducted. There are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against Sapientia.
No Default, Violation or Litigation. [NOTE - Need update for new trustee claim] Except as disclosed in Schedule 4.14, and except for defaults under the Marketing Agreement and the Manufacturing Agreement, which have been cured , as of the Closing, as a result of the execution of the Multi-Agreement Amendment, with respect to the Business Seller is not in violation of any law, regulation or order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality (including, without limitation, laws, regulations, orders, restrictions and compliance schedules applicable to environmental standards and controls, wages and hours, civil rights and occupational health and safety) and Seller has not received any notice of claimed noncompliance. Except as disclosed in Schedule 4.14, (i) there are no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of Seller, threatened against or involving Seller with respect to the Business or against or involving the Purchased Assets, or against or involving any of Seller's officers or directors and which could materially affect the Business; (ii) none of such disclosed actions will, and there is no basis known to Seller for any such action which could, have a material adverse effect upon the Purchased Assets or the Business or its right to conduct the Business as presently conducted; and (iii) there are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against Seller which materially and adversely affect the Purchased Assets or Business or its right to conduct the Business as presently conducted.
No Default, Violation or Litigation. The Company is not in default in ----------------------------------- any material respect under any agreement, lease or other document to which it is a party, or in violation in any material respect of any law, rule, order, writ, injunction or decree of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality. Except in the ordinary course of the Company's business, there are no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of the Stockholder, threatened against the Company or against the properties or business thereof, and the Stockholder knows of no factual basis for any such lawsuit, proceeding, claim or investigation and there is no action, suit, proceeding or investigation pending, threatened or contemplated which questions the legality, validity or propriety of the transactions contemplated by this Agreement.
No Default, Violation or Litigation. Except as disclosed in Exhibit 5.13, Seller, in connection with the operation of Seller, is not in violation of any law, regulation or order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality (including, without limitation, laws, regulations, orders, restrictions and compliance schedules applicable to environmental standards and controls, wages and hours, civil rights and occupational health and safety) which would have a material adverse effect on Seller or the operation of Seller's business and Seller has not received any notice of claimed noncompliance. Except as disclosed in Exhibit 5.13, (i) there are no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of Seller, threatened against or involving, Seller or against or involving any of the Purchased Assets, or against or involving any officers or directors of Seller and which could materially affect the business of Seller; and (ii) there are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against Seller which materially and adversely affect the properties, assets, liabilities, financial condition, results of operations or business prospects of Seller or its right to conduct its business as presently conducted.
No Default, Violation or Litigation. As of March 31, 1996, the Company was not in default in any material respect under any agreement, lease or other document to which it is a party, or in violation of any law, rule, order, writ, injunction or decree of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality. As of March 31, 1996, there were no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of the Stockholders, threatened, against the Company or against the properties or business thereof, and the Stockholders know of no factual basis for any such lawsuit, proceeding, claim or investigation and there is no action, suit, proceeding or investigation pending, threatened or contemplated which questions the legality, validity or propriety of the transactions contemplated by this Agreement.
No Default, Violation or Litigation. To the knowledge of PAMCO, PAMCO is not in default in any material respect under any agreement, lease or other document to which it is a party, or in violation of any law, rule, order, writ, injunction or decree of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality.
No Default, Violation or Litigation. The Company is not in default in any material respect under any agreement, lease or other document to which it is a party, or in violation of any law, rule, order, writ, injunction or decree of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality. There are no lawsuits, proceedings, claims or governmental investigations pending or, to the best knowledge of the Stockholder threatened, against the Company or against the properties or business thereof, and the Stockholder knows of no factual basis for any such lawsuit, proceeding, claim or investigation and there is no action, suit, proceeding or investigation pending, threatened or contemplated which questions the legality, validity or propriety of the transactions contemplated by this Agreement.
No Default, Violation or Litigation. The Corporation is not in violation of any law, regulation or order of any court or federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality including, without limitation, laws, regulations, orders, restrictions and compliance schedules applicable to environmental standards and controls, wages and hours, human rights and occupational health and safety. There are no lawsuits, proceedings, claims or governmental investigations pending or, to the knowledge of the Shareholders, threatened against, or involving, the Corporation or against its property or business. There is no basis known to the Shareholders for any such action which could have a Material adverse effect upon the properties, assets, liabilities, financial condition, results of operations or business prospects of the Corporation or its right to conduct its business as presently conducted. There are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against the Corporation.
No Default, Violation or Litigation. Except as disclosed in Schedule 3.15, no Acquired Entity is in violation of any Law or has received any written notice of any claimed non-compliance with any Law, except for such matters that have not had and would not be reasonably expected to have a Company Material Adverse Effect. Except as disclosed in Schedule 3.15, there are no lawsuits, proceedings, claims or governmental investigations pending or, to the Knowledge of any Acquired Entity, threatened in writing against, or involving, Acquired Entities or against their properties or business that have had or would reasonably be expected to have a Company Material Adverse Effect. Except as set forth in Schedule 3.15, there are no judgments, consents, decrees, injunctions, or any other judicial or administrative mandates outstanding against any Acquired Entity which have had or would reasonably be expected to have a Company Material Adverse Effect. Except, in each case, for such matters that have not had and would not be reasonably expected to have a Company Material Adverse Effect, no U.K. Acquired Entity is a party to any agreement or arrangement or engaged in any practice which was Registerable under the Restrictive Trade Practices Act 1976, whether or not particulars of it were required to be furnisxxx xx xhe Office of Fair Trading, is of the description mentioned in Article 81 or 82 of the EC Treaty, is of the description mentioned in Section 2 or 18 of the Competition Act 1998; infringes any legislation of a jurisdiction outside the Unixxx Xxxxdom for the control or prevention of anti-competitive practices; or is or has been the subject of any enquiry, investigation or proceeding under any Legislation mentioned in this sentence or under the Fair Trading Act 1973 or the market investigation provisions of the Enterprise Act 2002. No U.K. Entity is bound by any undertaking given by it to ox xxx xxder, judgment or direction made by the Restrictive Practices Court, the Office of Fair Trading, the Secretary of State for Trade and Industry, the Competition Commission, the European Commission or the European Court of Justice (including the Court of First Instance or any other regulatory body in any jurisdiction, whether in connection with any Legislation mentioned in the paragraph above or otherwise. No former or current employees of the U.K. Subsidiary is involved or has in the past been involved in any activity whatsoever of the type envisaged by Section 188 of the Enterprise Act 2002 where any such act...
