Pending or Threatened Actions. There are not pending or, to Seller's knowledge, contemplated actions, suits, arbitrations, claims, hearings or proceedings, at law or in equity, affecting all or any portion of the Property or in which Buyer is or will be a party by reason of Buyer's ownership of the Property.
Pending or Threatened Actions. Seller has not received written notice of any action, suit, arbitration, unsatisfied order or judgment, government investigation or proceeding pending, or to Seller’s knowledge threatened in writing against Seller that arises out of the ownership of or relates to the Property and that, if adversely determined, could individually or in the aggregate materially adversely affect the Property or materially interfere with the consummation of the transaction contemplated by this Contract.
Pending or Threatened Actions. No action or proceeding shall have been instituted or threatened before any court or governmental body or authority, the result of which is reasonably likely to prevent or make illegal the consummation of the transactions contemplated hereby, or which could materially and adversely affect Transferee’s ability to operate the Facility as a skilled nursing bed facility with the number of beds for which the Facility is currently licensed.
Pending or Threatened Actions. Except as set forth on EXHIBIT RR-1 attached hereto, there are no actions, suits or proceedings pending or, to the best knowledge of the Meditrust Parties, threatened, against or affecting any of the Subsidiaries. In addition, there are no actions, suits or proceedings pending or, to the best knowledge of the Meditrust Parties, threatened, against or affecting any of the Meditrust Parties, which if determined adversely to the Meditrust Parties would adversely affect its ability to perform its obligations hereunder.
Pending or Threatened Actions. To the best of the Meditrust Parties' knowledge, except as disclosed on XXXXXXX XX-0 attached hereto, there are no actions, suits or proceedings pending or threatened (including, without limitation any bankruptcy, insolvency, rearrangement or similar proceedings) against or affecting any of the Tenants, the Borrowers or the Guarantors that is material and is not covered by any insurance policy other than the Bankruptcy Proceedings (including, without limitation, all motions, actions, suits, proceedings and matters pending or threatened in the Bankruptcy Proceedings).
Pending or Threatened Actions. After the Closing Date, the Purchaser will notify the Seller in writing, within fifteen (15) days after its receipt of any correspondence, notice or other communication from a taxing authority or any representative thereof, of any pending or threatened tax audit, or any pending or threatened judicial or administrative proceeding that involves Taxes relating to the Project and the Project Assets for the period prior to and including the Closing Date, and furnish the Seller with copies of all correspondence received from any taxing authority in connection with any audit or information request with respect to any such Taxes relating to the Project and the Project Assets for the period prior to and including the Closing Date.
Pending or Threatened Actions. After the Asset Transfer Date, Purchaser will notify Seller in writing, within fifteen (15) days after its receipt of any correspondence, notice or other communication from a taxing authority or any representative thereof, of any pending or threatened tax audit, or any pending or threatened judicial or administrative proceeding that involves Taxes relating to the Project and the Project Assets for the period prior to and including the Asset Transfer Date, and furnish Seller with copies of all correspondence received from any taxing authority in connection with any audit or information request with respect to any such Taxes relating to the Project and the Project Assets for the period prior to and including the Asset Transfer Date.
Pending or Threatened Actions. Except for actions, suits or proceedings for alleged injuries to persons or property for which the applicable insurance provider has confirmed coverage, there are no actions, suits or proceedings pending or, to the best of the Sellers’ knowledge, threatened, against or affecting any of the Sellers.
Pending or Threatened Actions. Except as set forth on Schedule 3.7, there is no material Action pending or, to the Knowledge of Seller, threatened against Seller or any of its Affiliates relating to the Business or the Transferred Products, at law or in equity, before or by any Governmental Authority. Neither Seller, any of its Affiliates nor any of their officers or employees is subject to any judgment, decree, writ, injunction or order of any Governmental Authority relating to the Business or the Transferred Products.
Pending or Threatened Actions. Between the date of this Agreement and the Closing, the Parent, the Seller and TLI, on the one hand, and the Purchaser, on the other hand, shall inform each other, promptly upon obtaining Knowledge thereof, of any pending or threatened Action which reasonably could be anticipated to (i) render inaccurate in any material respect any representation or warranty made by any Selling Entity or the Purchaser (as the case may be); or (ii) prohibit or restrain or materially and adversely affect the consummation of the transactions contemplated hereby or the performance by any Selling Entity or the Purchaser of their respective obligations hereunder.
