Common use of Absence of Certain Actions and Events Clause in Contracts

Absence of Certain Actions and Events. There will not be threatened, instituted, or pending any action or proceeding, before any court or Governmental Authority or agency, domestic or foreign: (i) challenging or seeking to make illegal, or to delay or otherwise directly or indirectly to restrain or prohibit, the consummation of the transactions contemplated hereby, or seeking to obtain damages in connection therewith or (ii) invalidating or rendering unenforceable any material provision of this Agreement (including without limitation any of the Exhibits or Schedules hereto); and there will not be any action taken, or any statute, rule, regulation, judgment, order or injunction proposed, enacted, entered, enforced, promulgated, issued or deemed applicable to the transactions contemplated hereby by any federal, state or foreign court, government or Governmental Authority or agency, which may, directly or indirectly, result in any of the consequences referred to in clauses (i) and (ii) or otherwise prohibit consummation of the transactions contemplated hereby.

Absence of Certain Actions and Events. (i) There will shall not be threatened, instituted, or pending any action or proceeding, before any court or Governmental Authority governmental authority or agency, domestic or foreign: (iA) challenging or seeking to make illegal, or to delay or otherwise directly or indirectly to restrain or prohibit, the consummation of the transactions contemplated hereby, or seeking to obtain damages in connection therewith therewith; or (iiB) invalidating or rendering unenforceable any material provision of this Agreement (including without limitation any of the Exhibits or Schedules hereto); and there will shall not be any action taken, or any statute, rule, regulation, judgment, order order, or injunction proposed, enacted, entered, enforced, promulgated, issued issued, or deemed applicable to the transactions contemplated hereby by any federal, state state, or foreign court, government government, or Governmental Authority governmental authority or agency, which may, directly or indirectly, result in any of the consequences referred to in clauses (iA) and (iiB) or otherwise prohibit consummation of the transactions contemplated hereby.; and

Absence of Certain Actions and Events. There will shall not be threatened, instituted, or pending any action or proceeding, before any court or Governmental Authority governmental authority or agency, domestic or foreign: (i1) challenging or seeking to make illegal, or to delay or otherwise directly or indirectly to restrain or prohibit, the consummation of the transactions contemplated hereby, or seeking to obtain damages in connection therewith therewith; or (ii2) invalidating or rendering unenforceable any material provision of this Agreement (including without limitation any of the Exhibits or Schedules hereto); and there will shall not be any action taken, or any statute, rule, regulation, judgment, order order, or injunction proposed, enacted, entered, enforced, promulgated, issued issued, or deemed applicable to the transactions contemplated hereby by any federal, state state, or foreign court, government government, or Governmental Authority governmental authority or agency, which may, directly or indirectly, result in any of the consequences referred to in clauses (i1) and (ii2) or otherwise prohibit consummation of the transactions contemplated hereby.

Absence of Certain Actions and Events. There will not be threatened, instituted, or pending any action or proceeding, before any court or Governmental Authority or agency, domestic or foreignAuthority: (i) challenging or seeking to make illegal, or to delay or otherwise directly or indirectly to restrain or prohibit, the consummation of the transactions contemplated hereby, or seeking to obtain damages in connection therewith or (ii) invalidating or rendering unenforceable any material provision of this Agreement (including including, without limitation any of limitation, the Exhibits Exhibits, the Schedules or Schedules heretothe Stockholders’ Disclosure Schedule); and there will not be any action taken, or any statute, rule, regulation, judgment, order or injunction proposed, enacted, entered, enforced, promulgated, issued or deemed applicable to the transactions contemplated hereby by any federal, state or foreign court, government or Governmental Authority or agencyAuthority, which may, directly or indirectly, result in any of the consequences referred to in clauses (i) and (ii) or otherwise prohibit consummation of the transactions contemplated hereby.