Common use of Suits, Actions and Claims Clause in Contracts

Suits, Actions and Claims. Except as set forth in Schedule ------------------------- -------- 4.12 hereto, (i) there are no suits, actions, claims, inquires or investigations ---- by any Person, or any legal, administrative or arbitrative proceedings in which Seller is engaged or which are pending or, to the best knowledge of Seller and the Members, threatened against or affecting Seller or any of its properties, assets or business, or to which Seller is or might become a party, or which question the validity or legality of the transactions contemplated hereby, (ii) to the best knowledge of Seller and the Members, no basis or grounds for any such suit, action, claim, inquiry, investigation or proceeding exists, and (iii) there is no outstanding order, writ, injunction or decree of any Governmental Authority against or affecting Seller or its properties, assets or business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Global Imaging Systems Inc), Asset Purchase Agreement (Global Imaging Systems Inc)

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Suits, Actions and Claims. Except as set forth in Schedule ------------------------- -------- Part 4.12 heretoof the Disclosure Schedule, (ia) there are no suits, actions, claims, inquires inquiries or investigations ---- by any Person, or any legal, administrative or arbitrative arbitration proceedings in which Seller is engaged or which are pending or, to the best knowledge Best Knowledge of Seller and the Memberseach Shareholder, threatened against or affecting Seller or any of its properties, assets or business, or to which Seller is or might is likely to become a party, or which question the validity or legality of the transactions contemplated hereby, (iib) to the best knowledge Best Knowledge of the Seller and the Memberseach Shareholder, no reasonable basis or reasonable grounds for any such suit, action, claim, inquiry, investigation or proceeding exists, exists and (iiic) there is no outstanding order, writ, injunction or decree of any Governmental Authority against or affecting Seller or any of its properties, assets or business.

Appears in 1 contract

Samples: Escrow Agreement (Billing Concepts Corp)

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Suits, Actions and Claims. Except as set forth in on Schedule ------------------------- -------- 4.12 hereto4.12, (i) there are no suits, actions, claims, inquires inquiries or investigations ---- by any Person, or any legal, administrative or arbitrative arbitration proceedings in which Seller is engaged or which are pending or, to the best knowledge Best Knowledge of each of Seller and the MembersShareholders, threatened against or affecting Seller or any of its properties, assets or business, or to which Seller is or might might, to the Best Knowledge of each of Seller and the Shareholders, become a party, or which question the validity or legality of the transactions contemplated herebyby this Agreement, (ii) to the best knowledge Best Knowledge of each of Seller and the MembersShareholders, no basis or grounds for any such suit, action, claim, inquiry, investigation or proceeding exists, and (iii) there is no outstanding order, writ, injunction or decree of any Governmental Authority against or affecting Seller or any of its properties, assets or business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rush Enterprises Inc \Tx\)

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