Litigation, Proceedings and Applicable Law Sample Clauses
The 'Litigation, Proceedings and Applicable Law' clause defines how legal disputes related to the agreement will be handled and which jurisdiction's laws will govern the contract. Typically, this clause specifies the courts or venues where any lawsuits must be filed and identifies the governing law that will be used to interpret the contract's terms. For example, it may require that all disputes be resolved in a particular state or country and under its legal system. The core function of this clause is to provide certainty and predictability for both parties by clarifying where and how legal issues will be resolved, thereby reducing the risk of confusion or conflicting legal interpretations.
Litigation, Proceedings and Applicable Law. There are no Actions, suits, investigations or proceedings, at law or in equity or before or by any governmental authority or instrumentality or before any arbitrator of any kind, pending or, to Seller's Knowledge, threatened (a) against Seller which, if determined adversely against Seller, would have a material adverse effect on Seller's or Buyer's ability to use the Intellectual Property in the manner in which it is now being used by Seller, or (b) seeking to delay or enjoin the consummation of the transactions contemplated hereby. To the Knowledge of Seller, there are no outstanding orders, decrees or stipulations issued by any federal, state, local or foreign, judicial or administrative authority in any proceeding to which Seller is or was a party relating to the Acquired Assets.
Litigation, Proceedings and Applicable Law. Except as set forth in Schedule 2.11 hereto, there are no private or governmental actions, suits or other proceedings pending against Seller, related to the Center or the Assets, and no action, suit or other proceeding described in such Schedule 2.11 is reasonably expected to have (in any case or in the aggregate) a materially adverse effect on the Center or the Assets.
Litigation, Proceedings and Applicable Law. There are no Actions, suits, investigations or proceedings, at law or in equity or before or by any governmental authority or instrumentality or before any arbitrator of any kind, pending or, to such Seller's knowledge, threatened (a) against such Seller which, if determined adversely against such Seller, would materially adversely affect the Assets or the Distribution Business or (b) seeking to delay or enjoin the consummation of the transactions contemplated hereby. There are no outstanding orders, decrees or stipulations issued by any federal, state, local or, international or foreign, judicial or administrative authority in any proceeding to which such Seller is or was a party relating to the Assets or the Distribution Business.
Litigation, Proceedings and Applicable Law. Except as set forth in Section 3.14 of the Disclosure Schedule, there is no action, investigation, suit or other proceeding pending or, to the knowledge of the Company or the Company Stockholders, threatened against or affecting the Company or any properties or assets of the Company or before any court, other Governmental Entity or arbitrator which is material or which could reasonably be expected to prevent or substantially delay consummation of the Merger or any of the other transactions contemplated hereby, or otherwise prevent the Company from performing its obligations under this Agreement. Except as set forth in Section 3.14 of the Disclosure Schedule, the Company is not in default with respect to any judgment, order, writ, injunction or decree of any court or Governmental Entity. Except as set forth in Section 3.14 of the Disclosure Schedule, there is no outstanding order, ruling, decree, judgment or stipulation by or with any court, administrative agency, arbitration panel or other similar authority to which the Company is subject, which adversely affects or could adversely affect (i) the property, assets, business, condition (financial or otherwise), results of operations or prospects of the Company or (ii) the ability of the Company to perform its obligations under this Agreement.
Litigation, Proceedings and Applicable Law. Except as set forth on Schedule 4.7 hereto, there are no claims, actions, suits or proceedings pending or, to the Knowledge of Seller, threatened, against or affecting the Business which would have, individually or in the aggregate, an adverse effect on the Business or the Assets or impair Seller's ability to consummate the transactions contemplated hereby, or which question or challenge the validity of this Agreement or any actions to be taken by Seller hereunder or in connection with any of the transactions contemplated hereby. Except as set forth on Schedule 4.7 hereto, Seller is not subject to any judgment, order, writ, injunction or
Litigation, Proceedings and Applicable Law. There is no action, investigation, suit or other proceeding (including arbitration proceedings) (“Proceedings”) pending or threatened against Dourave or the Subsidiary. Neither Dourave nor the Subsidiary is in default with respect to any judgment, order, writ, injunction or decree of any court, governmental agency, commission, board, bureau, agency or instrumentality. Neither Dourave nor the Subsidiary is subject to outstanding order, ruling, decree, judgment or stipulation by or with any court, administrative agency, arbitration panel or other similar authority.
Litigation, Proceedings and Applicable Law. There are no actions, suits, investigations or proceedings, at law or in equity or before or by any governmental authority or instrumentality or before any arbitrator of any kind, pending or, to Buyers' knowledge, threatened (a) against Buyers which, if determined adversely against Buyers, would materially adversely affect Buyers' ability to operate the Assets or (b) seeking to delay or enjoin the consummation of the transactions contemplated hereby. There are no outstanding orders, decrees or stipulations issued by any federal, state, local or, to Buyers' knowledge, foreign, judicial or administrative authority in any proceeding to which Buyers are or were parties which would materially adversely affect Buyers' ability to operate the Assets.
Litigation, Proceedings and Applicable Law. There is no action, investigation, suit or other proceeding (including arbitration proceedings) pending or, to the Knowledge of SAL, ▇hreatened against SAL. ▇AL ▇▇ not in default with respect to any judgment, order, writ, injunction or decree of any court, governmental agency, commission, board, bureau, agency or instrumentality. SAL ▇▇ subject to no outstanding order, ruling, decree, judgment or stipulation by or with any court, administrative agency, arbitration panel or other similar authority.
Litigation, Proceedings and Applicable Law. There are no actions, suits, proceedings, judgments or orders, pending or (to the Secured Party’s Knowledge) threatened against Secured Party seeking to enjoin the consummation of the Secured Party Sale at law, in equity, or before or by any Governmental Entity or any arbitrator.
Litigation, Proceedings and Applicable Law. Except as set forth in the Disclosure Schedule, there is no action, investigation, suit or other proceeding pending or, to the best knowledge of Israel or Cohe▇, ▇▇reatened against or affecting the Partnership or the Company or any of the Property or before any Government Authority or arbitrator which (i) if adversely determined would have a material adverse effect on the Property, business, condition (financial or otherwise), results of operations or prospects of the Company taken as a whole, or (ii) could reasonably be expected to prevent or substantially delay consummation of the transactions contemplated hereunder or otherwise prevent the Company, ISCO, IFT, Israel or Cohe▇ ▇▇▇m performing its or his obligations under this Agreement. Except as set forth in the Disclosure Schedule, the Company is not in Default with respect to any judgment, order, writ, injunction or decree of any Governmental Authority which could reasonably be expected to have a material adverse effect on the Property, business, condition (financial or otherwise), results of operations or prospects of the Company taken as a whole. Except as set forth in the Disclosure Schedule, there is no outstanding order, ruling, decree, judgment or stipulation by or with any court, administrative agency, arbitration panel or other similar authority to which the Partnership, the Company or the Property is subject, which adversely affects or could adversely affect (i) the Property, business, condition (financial or otherwise), results of operations or prospects of the Company or (ii) the ability of the Parties to consummate the transactions contemplated by this Agreement, the Amended LLC Agreement or the Exchange Agreement.