No Pending Proceeding Clause Samples
The "No Pending Proceeding" clause serves to confirm that, at the time of entering into the agreement, neither party is involved in any ongoing legal or administrative proceedings that could affect their ability to fulfill their contractual obligations. In practice, this means each party assures the other that there are no lawsuits, investigations, or regulatory actions currently pending against them that might impact the agreement. This clause helps to allocate risk by ensuring both parties are aware of any potential legal encumbrances, thereby promoting transparency and reducing the likelihood of unforeseen legal complications during the contract term.
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No Pending Proceeding. There shall not be pending or threatened any Action with respect to which any Governmental Authority is or has threatened to become a party (i) seeking to restrain or prohibit the consummation of the Transactions, or seeking to obtain from Purchaser or its Affiliates any damages that are material in relation to the Transferred Assets, or (ii) otherwise inquiring into the compliance of the Transactions with the Antitrust Laws.
No Pending Proceeding. Employee represents and warrants that Employee has not filed any complaints, charges, or claims for relief against the Company Group or any other Releasee with any local, state or federal court or administrative agency that currently are outstanding. Employee agrees that if Employee has done so, Employee will forthwith dismiss all such complaints, charges and/or claims for relief with prejudice. Employee furthers agrees and covenants not to bring any complaints, charges or claims against the Company Group or any other Releasee with respect to any matters arising out of Employee’s employment relationship with the Company Group or the termination of that employment relationship by the Company Group. Employee further represents that Employee is not aware of any injury or disease that may have arisen out of Employee’s employment relationship with the Company Group for which a workers’ compensation claim or proceeding may be filed by or for Employee’s after signing this Agreement.
No Pending Proceeding. No action, suit, or proceeding before any court or any governmental body or authority that would in any way affect the Assets or the ability of Seller to consummate the transactions contemplated by this Agreement shall have been instituted or threatened on or before the Closing Date;
No Pending Proceeding. Employee represents and warrants that she has not filed any complaints, charges, or claims for relief against LifeStance or any other Releasee with any local, state or federal court or administrative agency which currently are outstanding. Employee agrees that if she has done so, she will forthwith dismiss all such complaints, charges and/or claims for relief with prejudice. Employee furthers agrees and covenants not to bring any complaints, charges or claims against LifeStance or any other Releasee with respect to any matters arising out of her employment relationship with LifeStance or the termination of that employment relationship by LifeStance. Employee further represents that she is not aware of any injury or disease that may have arisen out of her employment relationship with LifeStance for which a workers’ compensation claim or proceeding may be filed by or for her after signing this Agreement.
No Pending Proceeding. Both the Employee and LifeStance represent and warrant that neither party has filed any complaints, charges, or claims for relief against the other with any local, state or federal court or administrative agency which currently are outstanding. Each party agrees that, if they have done so, they will forthwith dismiss all such complaints, charges and/or claims for relief with prejudice. Furthermore, both parties agree and covenant not to bring any complaints, charges, or claims against the other with respect to any matters arising out of the employment relationship or its termination. Employee further represents that Employee is not aware of any injury or disease that may have arisen out of Employee’s employment relationship with LifeStance for which a workers’ compensation claim or proceeding may be filed by or for Employee’s after signing this Agreement.
No Pending Proceeding. That there are no lawsuits or proceedings pending or threatened which affect its ability to perform the terms of this Agreement.
No Pending Proceeding. The Registration Statement is not subject to a pending proceeding or examination under Section 8(d) or 8(e) of the Securities Act.