Litigation and defaults Clause Samples

Litigation and defaults. The members of the Target Group are not subject to any outstanding judgements, orders or decrees of any court or any undertaking to any court, judicial authority or supra-national, governmental or quasi-governmental body or any outstanding arbitration award; no injunction or interdict has been granted against any of the members of the Target Group; there are no civil, criminal or arbitration proceedings in progress or pending against any of the members of the Target Group or against any person for whose acts or defaults the members of the Target Group is or may be vicariously liable and there are no facts known to the Warrantors likely to give rise to any such proceedings.
View SourceView Similar (2)
Litigation and defaults. 10.1 The Target is not engaged or proposing to engage in any litigation, arbitration, prosecution or other legal proceedings, and there are no claims or actions (whether criminal or civil) in progress, outstanding or threatened against the Target, its assets or any of its directors or shareholders or in respect of which the Target is liable to indemnify any party concerned and so far as the Vendor is aware, none are pending. 10.2 Neither the Target nor any of its officers, directors or shareholders has by any act or default committed: (a) any criminal or unlawful act in connection with the business of the Target; (b) any breach of trust in relation to the business or affairs of the Target; (c) any breach of contract or statutory duty or any tortuous act which could entitle any third party to terminate any contract to which the Target is a party or could lead to a claim against the Target for damages, compensation or an injunction. 10.3 No party with whom the Target has entered into any contract is in default under it, and, so far as the Vendor is aware, there are no circumstances likely to give rise to such a default.
View Source
Litigation and defaults. (1) The Seller is not engaged in any litigation or arbitration proceedings affecting the Business as plaintiff or defendant (save for the collection of trade debts in the ordinary course of business) and there are no such proceedings pending or threatened by (save for the collection of trade debts in the ordinary course of business) or, so far as the Seller is aware, against the Seller. (2) The Seller does not know of anything which is likely to give rise to any litigation or arbitration proceedings by or against the Seller affecting the Business. (3) There has not been any default by the Seller under any agreement or arrangement to which it is a party in relation to the Business and no threat or claim of any such default has been made and is outstanding which would have a Material Adverse Effect. (4) The Seller has not received notice that it is the subject of any investigation, inquiry or enforcement proceedings or process by any governmental, administrative or regulatory body in relation to the Business nor is the Seller aware of any thing which is likely to give rise to any such investigation, inquiry proceedings or process. (5) Nothing has occurred as a result of which any agreement or arrangement affecting the Business to which the Seller is a party may be terminated or rescinded by any other party or the Business prejudiced which would have a Material Adverse Effect.
View Source

Related to Litigation and defaults

  • Termination and Default Either party, upon determination that the other party has failed or refused to perform or is otherwise in breach of any obligation or provision under this Agreement or the Contract Document, may give written notice of default to the defaulting party in the manner specified for the giving of notices herein. Termination of this Agreement by either party for any reason shall have no effect upon the rights or duties accruing to the parties prior to termination.

  • Absence of Violations and Defaults Neither the Company nor any of the Subsidiaries is (A) in violation of its charter, bylaws or similar organizational document, each as amended or supplemented from time to time, (B) in default under any contract, indenture, mortgage, deed of trust, loan or credit agreement, note, lease or other agreement or instrument to which the Company or any of the Subsidiaries is a party or by which it or any of them may be bound or to which any of the properties or assets of the Company or any of the Subsidiaries is subject (collectively, “Agreements and Instruments”), except for such defaults that would not reasonably be expected, singly or in the aggregate, to result in a Material Adverse Effect, or (C) in violation of any law, statute, rule, regulation, judgment, order, writ or decree of any arbitrator, court, governmental body, regulatory body, administrative agency or other authority, body or agency having jurisdiction over the Company or any of the Subsidiaries or any of their respective properties, assets or operations (each, a “Governmental Entity”), except for such violations that would not reasonably be expected, singly or in the aggregate, to result in a Material Adverse Effect.

  • BREACH AND DEFAULT PROVISIONS ▇▇▇▇▇ is expected to fully and timely comply with all of its IA obligations.

  • Notices of Litigation and Default Borrower will give prompt written notice to Collateral Agent and the Lenders of any litigation or governmental proceedings pending or threatened (in writing) against Borrower or any of its Subsidiaries, which could reasonably be expected to result in damages or costs to Borrower or any of its Subsidiaries of Two Hundred Fifty Thousand Dollars ($250,000.00) or more or which could reasonably be expected to have a Material Adverse Change. Without limiting or contradicting any other more specific provision of this Agreement, promptly (and in any event within three (3) Business Days) upon Borrower becoming aware of the existence of any Event of Default or event which, with the giving of notice or passage of time, or both, would constitute an Event of Default, Borrower shall give written notice to Collateral Agent and the Lenders of such occurrence, which such notice shall include a reasonably detailed description of such Event of Default or event which, with the giving of notice or passage of time, or both, would constitute an Event of Default.

  • Notice of Default, Litigation and ERISA Matters Promptly upon becoming aware of any of the following, written notice describing the same and the steps being taken by the Company or the Subsidiary affected thereby with respect thereto: (a) the occurrence of an Event of Default or an Unmatured Event of Default; (b) any litigation, arbitration or governmental investigation or proceeding not previously disclosed by the Company to the Lenders which has been instituted or, to the knowledge of the Company, is threatened against any Loan Party or to which any of the properties of any thereof is subject which might reasonably be expected to have a Material Adverse Effect; (c) the institution of any steps by any member of the Controlled Group or any other Person to terminate any Pension Plan, or the failure of any member of the Controlled Group to make a required contribution to any Pension Plan (if such failure is sufficient to give rise to a Lien under Section 302(f) of ERISA) or to any Multiemployer Pension Plan, or the taking of any action with respect to a Pension Plan which could result in the requirement that the Company furnish a bond or other security to the PBGC or such Pension Plan, or the occurrence of any event with respect to any Pension Plan or Multiemployer Pension Plan which could result in the incurrence by any member of the Controlled Group of any material liability, fine or penalty (including any claim or demand for withdrawal liability or partial withdrawal from any Multiemployer Pension Plan), or any material increase in the contingent liability of the Company with respect to any post-retirement welfare benefit plan or other employee benefit plan of the Company or another member of the Controlled Group, or any notice that any Multiemployer Pension Plan is in reorganization, that increased contributions may be required to avoid a reduction in plan benefits or the imposition of an excise tax, that any such plan is or has been funded at a rate less than that required under Section 412 of the Code, that any such plan is or may be terminated, or that any such plan is or may become insolvent; (d) any cancellation or material change in any insurance maintained by any Loan Party; or (e) any other event (including (i) any violation of any Environmental Law or the assertion of any Environmental Claim or (ii) the enactment or effectiveness of any law, rule or regulation) which might reasonably be expected to have a Material Adverse Effect.