Common use of Litigation; Compliance with Laws Clause in Contracts

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2) To the knowledge of the Borrower, none of the Borrower, any Restricted Subsidiary or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.13) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 14 contracts

Sources: Term Loan Credit Agreement (PET Acquisition LLC), Term Loan Credit Agreement (PET Acquisition LLC), Term Loan Credit Agreement (PET Acquisition LLC)

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09(a), there are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower Parties or any of the other Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the BorrowerBorrower Parties, any of the other Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 6 contracts

Sources: Revolving Credit Agreement (AZEK Co Inc.), Revolving Credit Agreement (AZEK Co Inc.), Revolving Credit Agreement (AZEK Co Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits suits, proceedings or proceedings investigations at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary of its Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which person that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, except for any action, suit or proceeding at law or in equity or by, before or on behalf of any Governmental Authority or in arbitration disclosed on Schedule 3.09, hereto. (2b) To the knowledge None of the Borrower, none of the Borrower, any Restricted Subsidiary its Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are the subject to of Section 3.133.16) or any restriction of record or indenture, agreement or instrument affecting any propertyReal Property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 4 contracts

Sources: Incremental Assumption Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the BorrowerBorrowers, threatened in writing against or affecting the Borrower Borrowers or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.135.13), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the BorrowerBorrowers, none of the BorrowerBorrowers, any Restricted Subsidiary or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.135.13) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 4 contracts

Sources: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or, to the knowledge of Holdings, Intermediate Holdings or any Borrower, investigations by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Holdings, Intermediate Holdings or any Borrower, threatened in writing against or affecting the Borrower Holdings, Intermediate Holdings or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, person which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To None of Holdings, Intermediate Holdings, the knowledge of the Borrower, none of the Borrower, any Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any propertyMortgaged Property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Sources: Amendment Agreement (Momentive Performance Materials Inc.), Amendment Agreement (Momentive Performance Materials Inc.), Credit Agreement (MPM Silicones, LLC)

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09(a), there are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting Holdings, the Borrower or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, person which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge Except as set forth on Schedule 3.09(b), none of Holdings, the Borrower, none of the Borrower, any Restricted Subsidiary or Subsidiaries and their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any lawlaw (including the USA PATRIOT Act), rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any propertyMortgaged Property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Sources: Credit Agreement (EVERTEC, Inc.), Credit Agreement (EVERTEC, Inc.), Credit Agreement (TII Smart Solutions, Sociedad Anonima)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any Restricted Subsidiary of its Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the Borrower, any Restricted Subsidiary its Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 3 contracts

Sources: Credit Agreement (Smart & Final Stores, Inc.), Credit Agreement (Smart & Final Stores, Inc.), First Lien Term Loan Credit Agreement (Smart & Final Stores, Inc.)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower Borrowing Base Parties or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2) To the knowledge of the Borrower, none of the BorrowerBorrowing Base Parties, any the Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.14) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Sources: Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the BorrowerCompany, threatened in writing against or affecting the Borrower Holdings or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, except for the Disclosed Matters, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2) To the knowledge of the BorrowerCompany, none of the BorrowerCompany, any Restricted Subsidiary or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.13) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Sources: Credit Agreement (Xerox Corp), Credit Agreement (Xerox Corp)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower Parties or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2) To the knowledge of the Borrower, none of the BorrowerBorrower Parties, any the Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.14) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 2 contracts

Sources: Fourth Amendment (Neiman Marcus Group LTD LLC), Revolving Credit Agreement (Neiman Marcus Group LTD Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting any of the Borrower Parties or any Restricted Subsidiary of their Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the BorrowerBorrower Parties, any Restricted Subsidiary their Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (Smart & Final Stores, Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or or, to the knowledge of the Borrowers, investigations by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings or the BorrowerBorrowers, threatened in writing against or affecting Holdings or the Borrower Borrowers or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, person which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To None of Holdings, the knowledge of Borrowers, the Borrower, none of the Borrower, any Restricted Subsidiary or Subsidiaries and their respective properties or assets is in violation of (nor will the continued operation of their material properties NYDOCS01/1270096.12 ▇▇▇▇▇ – A&R Revolving Credit Agreement and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any propertyMortgaged Property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Revolving Credit Agreement (Berry Plastics Corp)

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09(a), there are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting Holdings, the Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of Holdings, the Borrower, any the Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Term Loan Credit Agreement (AZEK Co Inc.)

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the any Borrower Parties or any Restricted Subsidiary of their Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the BorrowerBorrower Parties, any Restricted Subsidiary their Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Revolving Credit Agreement (Smart & Final Stores, Inc.)

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09 and other than the Cases, there are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrowerany Loan Party, threatened in writing against or affecting the Borrower any Loan Party or any Restricted Subsidiary of its subsidiaries or any business, property or rights (including FCC License Rights and Industry Canada License Rights) of any such Person person, that (but excluding i) involve any actions, suits Loan Document or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which would (ii) could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge No Loan Party or any of the Borrower, none its subsidiaries or any of the Borrower, any Restricted Subsidiary or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any of its owned real property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Debt Agreement

Litigation; Compliance with Laws. (1a) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any of its Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which 3.14) that has a reasonable probability of being adversely determined and if adversely determined would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the Borrower, any its Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.14) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09(a), there are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the Borrower, threatened in writing against or affecting the Borrower or any of the Restricted Subsidiary Subsidiaries or any business, property or rights of any such Person person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.13), in each case, 3.16) which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge of the Borrower, none of the Borrower, any the Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Term Loan Credit Agreement (CPG Newco LLC)

Litigation; Compliance with Laws. (1) There are no actions, suits or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of the any Borrower, threatened in writing against or affecting the any Borrower or any Restricted Subsidiary or any business, property or rights of any such Person (but excluding any actions, suits or proceedings arising under or relating to any Environmental Laws, which are subject to Section 3.133.14), in each case, which would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2) To the knowledge of the BorrowerBorrowers, none of the BorrowerBorrowers, any the Restricted Subsidiary Subsidiaries or their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.14) or any restriction of record or agreement affecting any property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Loan Agreement (Ulta Beauty, Inc.)

Litigation; Compliance with Laws. (1a) There Except as set forth on Schedule 3.09, there are no actions, suits suits, investigations or proceedings at law or in equity or by or on behalf of any Governmental Authority or in arbitration now pending, or, to the knowledge of Holdings or the Borrower, threatened in writing against or affecting Holdings or the Borrower or any Restricted Subsidiary of the Subsidiaries or any business, property or rights of any such Person person (but excluding i) that involve any actions, suits Loan Document or proceedings arising under the Transactions or relating to any Environmental Laws, which are subject to Section 3.13), in each case, which (ii) would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. (2b) To the knowledge None of Holdings, the Borrower, none of the Borrower, any Restricted Subsidiary or Subsidiaries and their respective properties or assets is in violation of (nor will the continued operation of their material properties and assets as currently conducted violate) any law, rule or regulation (including any zoning, building, ordinance, code or approval, approval or any building permit, but excluding any Environmental Laws, which are subject to Section 3.133.16) or any restriction of record or agreement affecting any propertyMortgaged Property, or is in default with respect to any judgment, writ, injunction or decree of any Governmental Authority, where such violation or default would could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (PQ Systems INC)