Litigation and Compliance Sample Clauses

Litigation and Compliance. There is no action, suit, investigation, litigation or proceeding against Owner pending or threatened before any court, governmental agency or arbitrator that challenges, or would reasonably be expected to have a material adverse effect on, the legality, validity or enforceability of this Agreement.

Litigation and Compliance. There are no suits, other proceedings or investigations pending or threatened against, or affecting the business or the properties of Borrower (other than those as have been previously disclosed in writing to Commission) which could materially impair its ability to perform its obligations under this Agreement, nor is Borrower in violation of any laws or ordinances which could materially impair Borrower's ability to perform its obligations under this Agreement.

Litigation and Compliance. (a) There are no actions, suits, claims or proceedings, whether in equity or at law or, any Governmental investigations pending or, to the knowledge of VCP23, threatened: (i) against or affecting VCP23 or with respect to or affecting any asset or property owned, leased or used by VCP23; or (ii) which question or challenge the validity of this Agreement, or the Amalgamation or any action taken or to be taken pursuant to this Agreement, or the Amalgamation; except for actions, suits, claims or proceedings which would not, in the aggregate, have a Material Adverse Effect on VCP23 nor is VCP23 aware of any basis for any such action, suit, claim, proceeding or investigation . (b) VCP23 has conducted and is conducting its business in compliance with, and is not in default or violation under, and has not received notice asserting the existence of any default or violation under, any Law applicable to its business or operations, except for non-compliance, defaults and violations which would not, in the aggregate, have a Material Adverse Effect on VCP23. (c) Neither VCP23, nor any asset of VCP23 is subject to any judgment, order or decree entered in any lawsuit or proceeding which has had, or which is reasonably likely to have, a Material Adverse Effect on VCP23 or which is reasonably likely to prevent VCP23 from performing its obligations under this Agreement. (d) VCP23 has duly filed or made all reports and returns required to be filed by it with any Government and has obtained all permits, licenses, consents, approvals, certificates, registrations and authorizations (whether Governmental, regulatory or otherwise) which are required in connection with its business and operations, except where the failure to do so has not had and would not have a Material Adverse Effect on VCP23.

Litigation and Compliance. There is no action, suit, investigation or proceeding against the QI pending or threatened before any court, governmental agency or arbitrator that would reasonably be expected to have a material adverse effect on, the legality, validity or enforceability of this Agreement.

Litigation and Compliance. (a) There are no actions, suits or proceedings, at Law or in equity, by any Person nor any arbitration, administrative or other proceeding by or before (or to the knowledge of the Purchaser, any investigation by) any Governmental Authority pending, or, to the knowledge of the Purchaser, threatened against or adversely affecting the Purchaser or any of its assets or that question or challenge the validity of this Agreement or the Business Combination, and the Purchaser knows of no valid basis for any such action, suit, proceeding, arbitration or investigation by or against the Purchaser. The Purchaser is not subject to any judgment, Order or decree entered in any lawsuit or proceeding nor has the Purchaser settled any Claim prior to being prosecuted in respect of it. The Purchaser is not the plaintiff or complainant in any action, suit or proceeding. (b) The Purchaser has conducted and is conducting its businesses in compliance with, and is not in default or violation under, and have not received notice asserting the existence of any default or violation under, any Law applicable to its business or operations, except for non-compliance, defaults and violations which would not, in the aggregate, have a Material Adverse Change. (c) Neither the Purchaser, nor any asset of the Purchaser is subject to any judgment, order or decree entered in any lawsuit or proceeding which has had, or which is reasonably likely to have, a Material Adverse Change or which is reasonably likely to prevent the Purchaser from performing its obligations under this Agreement. (d) The Purchaser has duly filed or made all reports and returns required to be filed by it with any Governmental Authority and has obtained all permits, licenses, consents, approvals, certificates, registrations and authorizations (whether governmental, regulatory or otherwise) which are required in connection with its business and operations, except where the failure to do so has not had and would not have a Material Adverse Change.

Litigation and Compliance. (i) As of the date hereof, except as disclosed in Purchaser's SEC Documents, there are no actions, suits or proceedings of any kind pending against, or to Purchaser's knowledge, threatened against Purchaser or any of its Affiliates (excluding the Gilat Business Entities and their respective officers and directors, but including the officers and directors of Purchaser and its other Affiliates) before any court, Governmental or regulatory agency, body, commission or any arbitrator that (A) questions or calls into question the validity of this Agreement or (B) that may reasonably be expected to have a Purchaser Material Adverse Effect or an adverse effect upon the ability of Purchaser to effect the transactions contemplated hereby. (ii) Each of Purchaser and its subsidiaries is in substantial compliance with, and is not in default or violation in any respect under, any Law applicable to its business which noncompliance, default or violation would be reasonably expected to have a Purchaser Material Adverse Effect, and to the knowledge of Purchaser, no such default or violation has been alleged.

Litigation and Compliance. (a) There are no actions, suits, claims, grievances, complaints or proceedings, whether in equity or at law or, any Governmental investigations to the knowledge of Canadian Arrow pending or threatened: (i) against or affecting Canadian Arrow or with respect to or affecting any asset or property owned, leased or used by Canadian Arrow; or (ii) which question or challenge the validity of this Agreement or the Arrangement or any action taken or to be taken pursuant to this Agreement or the Arrangement; nor is Canadian Arrow aware of any basis for any such action, suit, claim, proceeding, grievance, complaint or investigation. (b) Canadian Arrow has conducted and is conducting its business in compliance with, and is not in default or violation under, and has not received notice asserting the existence of any default or violation under, any Law applicable to its business or operations, except for non-compliance, defaults and violations which would not, in the aggregate, have a Material Adverse Effect on Canadian Arrow. (c) Neither Canadian Arrow, nor any asset of Canadian Arrow is subject to any judgment, order or decree entered in any lawsuit or proceeding which has had, or which is reasonably likely to have, a Material Adverse Effect on Canadian Arrow or which is reasonably likely to prevent Canadian Arrow from performing its obligations under this Agreement. (d) Canadian Arrow has duly filed or made all reports and returns required to be filed by it with any Government and has obtained all permits, licenses, consents, approvals, certificates, registrations and authorizations (whether Governmental, regulatory or otherwise) which are required in connection with its business and operations, except where the failure to do so has not had and would not reasonably be expected to have a Material Adverse Effect on Canadian Arrow.

Litigation and Compliance. There is no civil or criminal suit, action, claim, arbitration, administrative, legal or other proceeding or governmental investigation pending or, to the knowledge of QI, threatened against QI or its officers or managers in such capacity nor has there been any failure by QI or its officers or managers to comply with nor has there been any violation of, or default with respect to, any issued or pending order, writ, injunction, judgment or decree of any court or federal, state or local department, official, commission, authority, board, bureau, agency or other instrumentality against QI or its officers or managers in their capacity as, or in connection with their capacity as, officers and managers of QI.

Litigation and Compliance. Except as set forth on the Disclosure Schedule and except as set forth in EFI's filings with the Securities and Exchange Commission ("SEC") prior to the date hereof, there is no litigation, suit, claim, action, arbitration, administrative proceeding, or investigation of EFI or any of its subsidiaries before any court, arbitrator, administrative agency or other governmental authority or, to Purchasers' Knowledge, threatened against EFI or any of its subsidiaries, by or before any court, arbitrator, administrative agency or other governmental authority. Except as otherwise set forth in this Agreement or except where such non-compliance would not have a Purchaser Material Adverse Effect, EFI and its subsidiaries are in compliance with all applicable laws including, without limitation, all laws regarding the advertising, marketing, telemarketing, offering for sale or sale of VOIs and the origination and servicing of loans relating thereto in each state and local jurisdiction in which EFI and its subsidiaries are doing business, and there is no order, writ, injunction or decree of any court, arbitrator, administrative agency or other governmental authority materially affecting the operations or the business of EFI or any of its subsidiaries or the consummation of the transactions contemplated hereby.