Seller Litigation definition

Seller Litigation means all claims or litigation of the Group Companies with respect to the matters listed on Schedule 9.2(g) to the extent, but only to the extent, such claims or litigation are based upon any facts occurring on or prior to the date hereof, and, for clarity, specifically excluding any and all other claims and litigation matters set forth on Schedule 3.11.
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Seller Litigation has the meaning set forth in Section 4.7.
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Seller Litigation means any claims, actions, suits, proceedings, arbitrations or investigations pending or, to the knowledge of the Holding Companies, threatened, by or against the Holding Companies, Parent or Forexcash. 3.6
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Examples of Seller Litigation in a sentence

  • Following the Closing, Buyer shall reimburse Seller and its Affiliates for any post-Closing payments (including deductible payments or any payments that erode retention amounts under insurance coverage policies, and other non-insured payments) made by Seller or its Affiliates on account of any claims or litigation matters set forth on Schedule 3.11, exclusive, however, of any Seller Litigation.

  • Buyer and its Affiliates (including the Transferred Companies after the Closing Date) and their Representatives and counsel will use commercially reasonable efforts to neither dispose of nor destroy any of the books and records delivered to Buyer in connection with the Closing or the Seller Litigation Matters without first offering to turn over possession thereof to Seller, by written notice to Seller to the extent practicable at least 30 days prior to the proposed date of such disposition or destruction.

  • Borrower acknowledges and agrees that in the event Borrower or any of its Subsidiaries shall receive any property other than cash in respect of any Seller Litigation, such property shall immediately be pledged to Agent for the benefit of Lenders pursuant to such Collateral Documents (including any additional Collateral Documents) as Agent may request in order to create and perfect a first priority security interest in such property to secure the payment of the Obligations under the Loan Documents.

  • Parent and Seller each acknowledge and agree that neither shall, and shall cause the members of the Parent Litigation Group or Seller Litigation Group, respectively, not to, enter into or otherwise consent to the settlement of any Parent Shareholder Litigation without the other’s prior written consent.

  • Schedule 2.7 Seller Litigation A complaint was filed against Seller on May 29, 2015 in the Superior Court of the State of California, in case number BC 583437, entitled Barkat, et ax x.

  • As used in this Agreement, the term "Seller Litigation" means any claims, actions, suits, proceedings, arbitrations or investigations pending or, to the knowledge of the Holding Companies, threatened, by or against the Holding Companies, Parent or Forexcash.

  • Any notices or other communications required or permitted hereunder shall be sufficiently given if written and delivered in person or sent by registered mail, postage prepaid, addressed as follows: to Seller: Litigation Capital, Inc.


More Definitions of Seller Litigation

Seller Litigation has the meaning set forth in Section 11.1(e) of this Agreement.
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Seller Litigation means any civil action or other proceeding brought by Borrower or any of its Subsidiaries against the Seller, whether arising under the Bankruptcy Code or otherwise, relating to the Acquisition or the assets and liabilities acquired or assumed by Borrower in connection therewith.
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Related to Seller Litigation

  • Transaction Litigation means any Legal Proceeding commenced or threatened against a Party or any of its Subsidiaries or Affiliates (and/or their respective directors and/or executive officers) or otherwise relating to, involving or affecting such Party or any of its Subsidiaries or Affiliates, in each case in connection with, arising from or otherwise relating to the Transaction or the consummation thereof, other than any Legal Proceedings among the Parties or their Affiliates related to this Agreement.

  • Threatened litigation as used herein shall include governmental investigations and civil investigative demands. “Litigation” as used herein shall include administrative enforcement actions brought by governmental agencies. The Contractor must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, “material” refers, but is not limited, to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Contract or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Contractor’s financial condition.

  • Pending Litigation means a proceeding in a court of law whose activity is in progress but not yet completed.

  • Litigation means any action, suit or proceeding before any court, mediator, arbitrator or Governmental Authority.

  • Legal Action means and includes any claim, counterclaim, demand, action, suit, counterclaim, arbitration, inquiry, proceeding or investigation before any

  • Lawsuit means any lawsuit, arbitration or other dispute resolution filed by either party herein pertaining to any of this Warrant, the Facility Agreement and the Registration Rights Agreement.

  • Material Litigation is defined in Section 6.7.

  • dispute resolution proceeding ’ means any process in which an alternative means of dispute resolution is used to resolve an issue in controversy in which a neutral is appointed and specified parties participate;

  • Complaint Investigation means an investigation of any complaint that has been made to a proper authority that is not covered by an abuse investigation.

  • Disclosed Litigation has the meaning specified in Section 3.01(b).

  • Claim means any claim, action, cause of action, demand, lawsuit, arbitration, inquiry, audit, notice of violation, proceeding, litigation, citation, summons, subpoena, or investigation of any nature, whether civil, criminal, administrative, regulatory or other, and whether at law, in equity or otherwise brought against an Indemnified Person.

  • ADR Proceeding means either an Arbitration or a Mediation.

  • Litigation Claims means the claims, rights of action, suits or proceedings, whether in law or in equity, whether known or unknown, that any Debtor or any Estate may hold against any Person or Entity, including, without limitation, the Causes of Action of the Debtors or their Estates, in each case solely to the extent of the Debtors’ or their Estates’ interest therein. A non-exclusive list of the Litigation Claims held by the Debtors as of the Effective Date will be Filed with the Plan Supplement, which will be deemed to include any derivative actions filed against any Debtor as of the Effective Date.

  • Retained Causes of Action means those Causes of Action that shall vest in the Reorganized Debtors on the Effective Date, which, for the avoidance of doubt, shall not include any of the Causes of Action that are settled, released or exculpated under the Plan.

  • Seller Related Party means the Selling Entities and each of their respective stockholders, partners, members, Affiliates, directors, officers, employees, controlling persons and agents.

  • Environmental Proceedings means any judicial or administrative proceedings arising from or in any way associated with any Environmental Requirement.

  • Legal Proceedings means any judicial, administrative or arbitral actions, suits, proceedings (public or private) or governmental proceedings.

  • Adverse action means a home or remote state action.

  • Dispute means any dispute, controversy, claim or difference of whatever nature arising out of, relating to, or having any connection with this Agreement, including a dispute regarding the existence, formation, validity, interpretation, performance or termination of this Agreement or the consequences of its nullity and also including any dispute relating to any non-contractual rights or obligations arising out of, relating to, or having any connection with this Agreement.

  • third party proceeding means any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, or investigative, other than an action by or in the right of the corporation.

  • Seller Released Parties has the meaning ascribed to such term in Section 5.6(a).

  • Seller Related Parties means Seller, RAR, ROP, the Applicable Parties, any Affiliate of Seller and their respective direct or indirect members, partners, stockholders, officers, directors, employees and agents.

  • Dispute Resolution Process means the process described in clause 9