There is no action, suit or proceeding before any court, arbitrator or governmental body, agency or official pending, or to the knowledge of the Borrower or API, threatened, against API or any Restricted Subsidiary which in any manner seeks to avoid the obligations of the Borrower or any Guarantor hereunder or under the Credit Documents. As of the Effective Date, and except as publicly disclosed by API or the Borrower prior to the Effective Date, there is no action, suit or proceeding before any court, arbitrator or governmental body, agency or official pending, or to the knowledge of API or the Borrower, threatened, against API or any Restricted Subsidiary in which there is a reasonable possibility of an adverse decision which would be reasonably likely to materially and adversely affect the business, consolidated financial position or consolidated results of operations of API and its consolidated Subsidiaries, considered as a whole, except as disclosed (x) in the reports or financial statements referred to in Section 5.01(d) and on API’s report on Form 10-Q for the fiscal quarter ended March 31, 2015 or (y) in Schedule 5.01(e) .