Except as described in Section 4.17 of the Disclosure Letter, there are no pending actions, suits or proceedings against or affecting the Company, its Subsidiaries or any of its or their properties; and no such actions, suits or proceedings have been threatened in writing or, to the Company’s Knowledge, orally. Neither the Company nor any Subsidiary, nor any director or officer thereof in his capacity as such, is or since November 1, 2013 has been the subject of any action involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. There has not been, and to the Company’s Knowledge, there is not pending or threatened, any investigation by the SEC involving the Company or any current or former director or officer of the Company. The SEC has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the 1933 Act or the 1934 Act.