Common use of Absence of Suit Clause in Contracts

Absence of Suit. No action, suit, investigation, or proceeding before any court or any governmental authority shall have been commenced or threatened against Purchaser, the Company or any of the affiliates, officers or directors of any of them, seeking to restrain, prevent or change the transactions contemplated hereby, or questioning the validity or legality of any such transactions, or seeking damages in connection with, or imposing any condition on, any such transactions; provided that the obligations of the Sellers shall not be affected unless there is a reasonable likelihood that as a result of such action, suit, proceeding or investigation, the Sellers will be unable to retain substantially all the consideration to which they are entitled under this Agreement.

Appears in 9 contracts

Samples: Stock Purchase and Sale Agreement (Healthcare Capital Corp), Stock Purchase and Sale Agreement (Healthcare Capital Corp), Stock Purchase and Sale Agreement (Healthcare Capital Corp)

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Absence of Suit. No action, suit, investigation, investigation or proceeding before any court or any governmental authority shall have been commenced or threatened threatened, against Purchaser, the Company or any of the affiliates, officers or directors of any of them, seeking to restrain, prevent or change the transactions contemplated hereby, or questioning the validity or legality of any such transactions, or seeking damages in connection with, or imposing any condition on, any such transactions; provided that the obligations of the Sellers Purchaser shall not be affected unless there is a reasonable likelihood that as a result of such action, suit, proceeding or investigation, the Sellers or proceeding Purchaser will be unable to retain substantially all the consideration practical benefits of the transaction to which they are it is entitled under this Agreement.

Appears in 9 contracts

Samples: Stock Purchase and Sale Agreement (Healthcare Capital Corp), Stock Purchase and Sale Agreement (Healthcare Capital Corp), Stock Purchase and Sale Agreement (Healthcare Capital Corp)

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Absence of Suit. No action, suit, investigation, or proceeding before any court or any governmental authority shall have been commenced or threatened against PurchaserBuyer, the Company or any of the affiliates, officers or directors of any of them, seeking to restrain, prevent or change the transactions contemplated herebyTransactions, or questioning the validity or legality of any such transactionsof the Transactions, or seeking damages in connection with, or imposing any condition on, any such transactionsof the Transactions; provided that the obligations of the Sellers Seller shall not be affected unless there is a reasonable likelihood that as a result of such action, suit, proceeding or investigation, the Sellers Seller will be unable to retain substantially all the consideration to which they are he is entitled under this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Itex Corporation)

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