Common use of Legal Proceedings Clause in Contracts

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no claims, actions, suits, claims, proceedings or investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened against threatened, by or by Buyer before any Governmental Authority, or any Affiliate arbitrator, by, against, affecting or relating to Buyer which, if adversely determined, would restrain or enjoin the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or declare unlawful the transactions or events contemplated by this Agreement or cause any of such transactions to be rescinded.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no claims, actions, suits, claims, ----------------- proceedings or investigations or other legal proceedings pending or, to Buyer’s knowledge's Knowledge, threatened threatened, by or before any Governmental Authority, or any arbitrator, by or against or by affecting or relating to Buyer which, if adversely determined, would restrain or any Affiliate enjoin the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or declare unlawful the transactions or events contemplated by this Agreement or cause any of such transactions to be rescinded.

Legal Proceedings. There are no claims, actions, suits, claims, proceedings ----------------- or investigations or other legal proceedings pending or, to Buyer’s knowledge's Knowledge, threatened threatened, by or before any Governmental Authority, or any arbitrator, by or against or by affecting or relating to Buyer which, if adversely determined, would restrain or any Affiliate enjoin the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or declare unlawful the transactions or events contemplated by this Agreement or cause any of such transactions to be rescinded.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to BuyerSeller’s knowledge, threatened against or by Buyer Seller or any Affiliate of Buyer Seller that challenge or seek to prevent, enjoin enjoin, or otherwise delay the transactions contemplated by this Agreementthe Transaction Agreements.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerTRIBUTE’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer TRIBUTE that challenge challenges or seek seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to the Knowledge of Buyer’s knowledge, threatened in writing against Buyer before any court, arbitrator, or by Buyer governmental or any Affiliate of Buyer regulatory body or authority that challenge or seek to could prevent, enjoin delay or otherwise delay adversely affect the consummation of the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations proceedings or other legal proceedings orders pending or, or (to the knowledge of Buyer’s knowledge, ) threatened against or by affecting Buyer or any Affiliate of its affiliates at law or in equity, or before or by any Governmental Authority, and neither Buyer that challenge nor any of its affiliates is subject to any Order which would or seek seeks to preventenjoin, enjoin rescind, or otherwise delay the transactions contemplated by this Agreement or otherwise hinder Buyer from timely complying with the terms and provisions of this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to the Knowledge of Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are is no actionsaction, suitssuit, claims, investigations proceeding or other legal proceedings investigation pending (or, to the knowledge of Buyer’s knowledge, threatened threatened) against Buyer in, before or by Buyer any court, administrative agency or any Affiliate arbitrator affecting the ability of Buyer that challenge to carry out the provisions of this Agreement or seek to prevent, enjoin or otherwise delay the Stockholders' Agreement and the transactions contemplated by this Agreementthereby.

Legal Proceedings. There are no actions, suits, claims, investigations Actions or other legal proceedings pending or, to Buyer’s knowledge, threatened in writing against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suitssuits or proceedings pending, claimsor to Buyer’s knowledge, investigations threatened, against Buyer before any court, arbitrator or other legal proceedings pending oradministrative or governmental body that, if adversely determined, would hinder or prevent Buyer’s ability to carry out the transactions contemplated by this Agreement, and, to Buyer’s knowledge, threatened against there is no basis for any such suits or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementproceedings.

Legal Proceedings. There are no actions, suits, claimsor proceedings, investigations whether civil, criminal or other legal proceedings administrative, pending or, to Buyer’s Purchaser's best knowledge, threatened against or by Buyer or any Affiliate affecting Purchaser which could have a material adverse effect on the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to BuyerAcquiror’s knowledge, threatened against or by Buyer Acquiror or any Affiliate of Buyer Acquiror that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementTransactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementTransactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerPurchaser’s knowledge, threatened against or by Buyer Purchaser or any Affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyerthe Trust’s knowledge, threatened against or by Buyer or any Affiliate of Buyer the Trust that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerSeller’s knowledge, threatened against or by Buyer or any Affiliate of Buyer Seller that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations investigations, arbitration proceedings or other legal proceedings or hearings pending or, to Buyer’s knowledge, threatened against or by Buyer affecting any of its properties or any Affiliate assets or that could affect the ability of Buyer that challenge or seek to prevent, enjoin or otherwise delay consummate the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations suits or other legal proceedings pending or, to the Knowledge of Buyer’s knowledge, threatened against Buyer before any court, arbitrator or by Buyer governmental or any Affiliate regulatory body or authority which would prevent or delay the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are is no actionspending action, suitssuit or proceeding or any claim or investigation of any nature whatsoever, claimsat law or in equity or both, investigations by or other legal proceedings pending or, to Buyer’s knowledgebefore any Governmental Authority, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to would prevent, enjoin or otherwise delay the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are is no actions, suits, claims, investigations or other legal proceedings Action of any nature pending or, to Buyer’s knowledge, threatened against or by Buyer that challenges or any Affiliate of Buyer that challenge or seek seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to either Buyer’s knowledge, threatened against or by either Buyer or any Affiliate of either Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgeSellers’ Knowledge, threatened against or by Buyer either Seller or any Affiliate of Buyer either Seller that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgeor Parent’s Knowledge, threatened against or by Buyer Buyer, Parent or any Affiliate of Buyer their respective Affiliates that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementTransactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to Buyer’s knowledgeKnowledge, overtly threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementthe Transaction Documents.

Legal Proceedings. There are is no actionsaction, suitssuit, claims, investigations proceeding or other legal proceedings investigation pending (or, to the knowledge of Buyer’s knowledge, threatened threatened) against Buyer in, before or by Buyer any court, administrative agency or any Affiliate arbitrator affecting the ability of Buyer that challenge or seek to prevent, enjoin or otherwise delay carry out the provisions of this Agreement and the transactions contemplated by this Agreementhereby.

Legal Proceedings. There To Buyer's knowledge, there are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, or threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are is no actions, suits, claims, investigations or other legal proceedings Action of any nature pending or, to Buyer’s knowledge, threatened against or by Buyer Parties that is material to Buyer Parties or any Affiliate of Buyer that challenge challenges or seek seeks to prevent, enjoin or otherwise delay the transactions contemplated by described in this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations suits or other legal proceedings pending or, to the knowledge of the Buyer’s knowledge, threatened against the Buyer before any court, arbitrator or by Buyer governmental or any Affiliate regulatory body or authority which would prevent or delay the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are is no actionsaction, suitssuit, claims, investigations proceeding or other legal proceedings investigation pending (or, to Buyer’s knowledgethe knowledge of Buyers, threatened threatened) against Buyers in, before or by Buyer any court, administrative agency or any Affiliate arbitrator affecting the ability of Buyer that challenge or seek Buyers to prevent, enjoin or otherwise delay carry out the provisions of this Agreement and the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Actions pending or, to the Knowledge of the Buyer’s knowledge, threatened by or against or by the Buyer or any Affiliate of the Buyer that challenge or seek to prevent, restrain or enjoin or otherwise delay the transactions contemplated by this Agreementconsummation of the Contemplated Transactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, or threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings (“Legal Proceedings”) pending or, to BuyerAcquirer’s knowledge, threatened against or by Buyer Acquirer or any Affiliate of Buyer thereof that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgethe knowledge of Purchaser, threatened against or by Buyer or any Affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no suits, actions, suitsproceedings, claims, claims or investigations or other legal proceedings pending or, to the knowledge of Holding and Buyer’s knowledge, threatened against threatened, challenging the validity or by Buyer or any Affiliate of Buyer that challenge or seek to preventpropriety of, enjoin or otherwise delay relating to or involving, this Agreement or the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no actionsproceedings pending, suits, claims, investigations or other legal proceedings pending threatened or, to Buyer’s 's knowledge, threatened contemplated against Buyer before or by Buyer or any Affiliate of Buyer governmental authority, that challenge or seek to preventseeks an order restraining, enjoin enjoining or otherwise delay prohibiting or making illegal any of the transactions contemplated by this Agreement.

Legal Proceedings. There As of the date hereof, there are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or the Transaction Documents.

Legal Proceedings. There are no actions, suits, claimsproceedings, investigations or investigations, at law or in equity, or before any governmental agency or other legal proceedings person, pending or, to Buyer’s knowledge, threatened against or by Buyer which question the validity of this Agreement or any Affiliate of Buyer that challenge action taken or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementbe taken hereunder.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s Purchaser's knowledge, threatened against or by Buyer Purchaser or any Affiliate affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no material actions, suits, claims, investigations proceedings or other legal proceedings orders pending or, to Buyer’s knowledge, threatened against Buyer or Merger Sub at law or in equity, or before or by Buyer any federal, state, municipal or any Affiliate of Buyer that challenge other governmental department, commission, board, bureau, agency or seek to preventinstrumentality, enjoin domestic or otherwise delay the transactions contemplated by this Agreementforeign.

Legal Proceedings. There are no actions, suits, claims, Actions investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer its Affiliates that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgethe knowledge of the WEED, threatened against or by Buyer or any Affiliate of Buyer WEED that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actionsActions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerPurchaser’s knowledge, threatened against or by Buyer Purchaser or any Affiliate affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementContemplated Transactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer Buyer, or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions Transaction contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerInvestor’s knowledge, threatened against or by Buyer Investor or any Affiliate of Buyer Investor that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to BuyerPurchaser’s or Purchaser’s knowledge, threatened against or by Buyer Purchaser, or any Affiliate of Buyer either of them that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer its Affiliates that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to the Buyer’s knowledge, threatened against or by the Buyer or any Affiliate of the Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations investigations, or other legal proceedings pending or, to Buyer’s Buyers’ knowledge, threatened against or by Buyer any of Buyers or any Affiliate of Buyer Buyers that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementthe Transaction Documents.

Legal Proceedings. There are no actionsActions, suits, claims, investigations investigations, or other legal proceedings pending or, to BuyerPurchaser’s knowledge, threatened against or by Buyer Purchaser or any Affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin enjoin, or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Parent’s Knowledge or Buyer’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer its Affiliates that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementContemplated Transactions.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending Actions or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Legal Proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementTransactions.

Legal Proceedings. There are is no actions, suits, claims, investigations or other legal proceedings Proceeding of any nature pending or, to Buyer’s 's knowledge, threatened against or by Buyer Parent or any Affiliate of Buyer that challenge challenges or seek seeks to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement and the Related Agreements.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s Buyers’ knowledge, threatened against or by any Buyer or any Affiliate of any Buyer that challenge or seek to prevent, enjoin or otherwise materially delay the transactions contemplated by this Agreement, and to Buyers’ knowledge, no event has occurred or circumstance exists that may give rise to or serve as a basis for the commencement of any such action, suit, claim, investigation or other proceeding.

Legal Proceedings. There are no claims, actions, suits, claimsinquiries, investigations or other legal proceedings before any Legal Authority pending or, to Buyer’s knowledge, threatened against or by the Buyer or any Affiliate of Buyer that challenge or seek relating to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no actionsLegal Proceedings, suits, claims, investigations claims or other legal proceedings actions pending or, to Buyer’s 's knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement or that could impair or impede the ability of the Buyer to consummate the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claimsClaims, investigations or other legal proceedings Proceedings pending or, to BuyerSeller’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There As of the date hereof, there are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise materially delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement, including the offer, sale and issuance of the Consideration Shares.

Legal Proceedings. There are no claims, actions, suits, claimsinquiries, investigations or other legal proceedings before any Legal Authority pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek relating to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no claims, actions, suits, claims, investigations or other legal proceedings (collectively, “Actions”) pending or, to Buyer’s knowledge, or threatened against or by Buyer or any Affiliate of the Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s Purchaser's knowledge, threatened against or by Buyer Purchaser or any Affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, or threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementMerger.

Legal Proceedings. There As of the date hereof, there are no actionsActions, suits, claimsClaims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actionsActions (to the Knowledge of Buyer with respect to inquiries, suits, claims, investigations or other legal proceedings audits and investigations) pending or, to the knowledge of Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyereach Seller’s knowledge, threatened against or by Buyer or either Seller, any Affiliate of Buyer either Seller, that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Legal Proceedings pending or, to Buyer’s knowledgeKnowledge, threatened in writing against or by Buyer or any Affiliate of otherwise affecting Buyer that challenge or seek to prevent, enjoin or otherwise materially impair or delay Buyer’s ability to consummate the transactions contemplated by this AgreementTransaction.

Legal Proceedings. There are no actions, suits, claimsClaims, investigations or other legal proceedings Proceedings pending or, to Buyer’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to the Buyer’s knowledge, threatened against or by the Buyer or any Affiliate affiliate of the Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings Legal Proceedings pending or, to Buyer’s knowledgeKnowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claimslitigation, investigations or other legal proceedings pending or, to or threatened against Buyer which could materially adversely affect Buyer’s knowledge, threatened against ability to perform its obligations under this Agreement or by Buyer or any Affiliate the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are is no actionspending, suits, claims, investigations or other legal proceedings pending or, to Buyer’s 's knowledge, threatened claim, action, litigation or suit against or by Buyer or any Affiliate of Buyer that challenge challenges, or seek to preventmay have the effect of preventing, enjoin delaying, making illegal, or otherwise delay interfering with, any of the transactions contemplated by this Agreementherein.

Legal Proceedings. There As of the date hereof, there are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise materially delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.. Section 4.07

Legal Proceedings. There are no actions, suits, claimslitigation, investigations or other legal proceedings pending or, to Buyer’s knowledge, or threatened against any Buyer Entity which could materially adversely affect such Buyer Entity’s ability to perform its obligations under this Agreement or by Buyer or any Affiliate the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations investigations, or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by in this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations Actions or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by any Buyer or any Affiliate of any Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, or threatened against or by such Buyer or any Affiliate affiliate of such Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending oragainst Seller, or to Buyerthe best of Seller’s knowledge, threatened against Seller, that challenges or by Buyer or any Affiliate of Buyer that challenge or seek seeks to prevent, enjoin enjoin, or otherwise delay the transactions contemplated by this AgreementAgreement or any of the other Transaction Documents.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyers Knowledge (or Buyer’s knowledgeParent’s Knowledge), threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or the Related Agreements.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyerthe Purchaser’s knowledge, threatened against or by Buyer or any Affiliate of Buyer Purchaser that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are is no actionsaction, suitssuit, claimsproceeding or investigation, investigations judicial, administrative or other legal proceedings otherwise, that is pending or, to Buyer’s knowledgethe best knowledge of Purchaser, threatened against Purchaser and that challenges the validity or by Buyer propriety of, or may prevent or delay, any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this AgreementAgreement or the Collateral Documents.

Legal Proceedings. There are no actions, suits, claims, investigations governmental investigations, or other legal proceedings pending instituted, pending, or, to Buyer’s knowledge, threatened against Buyers or by Buyer against any asset, interest, or any Affiliate right of Buyer that challenge or seek are reasonably likely to prevent, enjoin or otherwise delay have a Material Adverse Effect on the transactions contemplated by this AgreementBuyers as a group.

Legal Proceedings. There are no actions, suits, claims, investigations suits or other legal proceedings pending or, to the Knowledge of the Buyer’s knowledge, threatened against the Buyer before any court, arbitrator or by Buyer governmental or any Affiliate regulatory body or authority which would prevent or delay the consummation of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s knowledge, threatened against or by Buyer or any Affiliate of Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement or that could impair or impede the ability of the Buyer to consummate the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claimsor proceedings, investigations ----------------- whether civil, criminal or other legal proceedings administrative, pending or, to Buyer’s 's knowledge, threatened against or by affecting Buyer which could have a material adverse effect on Buyer or any Affiliate of Buyer that challenge or seek Buyer's ability to prevent, enjoin or otherwise delay consummate the transactions contemplated by this Agreementhereby.

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to the Buyer’s knowledge, threatened against or by Buyer or any Affiliate of the Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

Legal Proceedings. There are no actions, suits, claims, investigations investigations, arbitration proceedings or other legal proceedings or hearings pending or, to Buyer’s knowledge, threatened against or by Buyer affecting any of its properties or any Affiliate assets or that could affect the ability of Buyer that challenge or seek to prevent, enjoin or otherwise delay consummate the transactions contemplated by this Agreement.. Section 4.09

Legal Proceedings. There are no actions, suits, claims, investigations or other legal proceedings pending or, to Buyer’s Buyers’ knowledge, threatened against or by Buyer Buyers or any Affiliate of Buyer Buyers that challenge or seek to prevent, enjoin or otherwise could delay the transactions contemplated by this Agreement.