Except as set forth in Section 4.6 of the Sellers Disclosure Letter, as of the date hereof and, except as will not have had or would not be reasonably expected to have, individually or in the aggregate a Material Adverse Effect, (i) there is no action, suit, proceeding (including trademark office oppositions or domain name disputes) at law or in equity, or arbitration by, before or against any Governmental Entity or any other Person pending in respect of the Business, the Purchased Assets, the JV Assets or the Assumed Liabilities and (ii) no Seller is subject to any Order in respect of the Business.