(a) Actions, Suits and Proceedings. (i) There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority now pending against or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any of its Subsidiaries that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, except as disclosed in the Annual Report on Form 10-K of the Borrower for the fiscal year ended January 30, 2016 as filed with the Securities and Exchange Commission prior to the date hereof.