Common use of Agreements and Actions Clause in Contracts

Agreements and Actions. Neither Miramar nor any Miramar Subsidiary is in violation of any term of the constating documents thereof. Neither Miramar nor any Miramar Subsidiary is in violation of any term or provision of any agreement, indenture or other instrument applicable to it which would, or could, individually or in the aggregate, result in a Material Adverse Effect with respect to Miramar, neither Miramar nor any Miramar Subsidiary is in default in the payment of any obligation owed which is now due and there is no action, suit, proceeding or investigation commenced, pending or, to the knowledge of Miramar after due inquiry, threatened which, either in any case or in the aggregate, might result in a material adverse effect on the business, condition (financial or otherwise), capital, affairs, prospects or operations of Miramar or any Miramar Subsidiary or in any of the material properties or assets thereof or in any material liability on the part of Miramar or any Miramar Subsidiary or which places, or could place, in question the validity or enforceability of this Agreement or any document or instrument delivered, or to be delivered, by Miramar pursuant hereto.