Common use of Action/Proceeding Clause in Contracts

Action/Proceeding. No court or any other Governmental Authority shall have issued an Order restraining or prohibiting the Contemplated Transactions and no Governmental Authority shall have commenced or threatened in writing to commence any Proceeding before any court of competent jurisdiction or other Governmental Authority that seeks to restrain or prohibit the consummation of the Contemplated Transactions.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Healthsouth Corp), Asset Purchase Agreement (LifeCare Holdings, Inc.)

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Action/Proceeding. No court or any other Governmental Authority shall have issued an Order restraining or prohibiting the Contemplated Transactions and no Governmental Authority shall have commenced or threatened in writing to commence any Proceeding Proceedings before any court of competent jurisdiction or other Governmental Authority that seeks to restrain or prohibit the consummation of the Contemplated Transactions.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Healthsouth Corp), Asset Purchase Agreement (LifeCare Holdings, Inc.)

Action/Proceeding. No court or any other Governmental Authority Entity shall have issued an Order order restraining or prohibiting the Contemplated Transactions transactions herein contemplated; and no Governmental Authority Entity with jurisdiction over the Company shall have commenced or threatened in writing to commence any Proceeding action or suit before any court of competent jurisdiction or other Governmental Authority Entity that seeks to restrain or prohibit the consummation of the Contemplated Transactionstransactions herein contemplated.

Appears in 2 contracts

Samples: Debt and Equity Purchase Agreement (Medcath Corp), Debt and Equity Purchase Agreement (Medcath Corp)

Action/Proceeding. No court or any other Governmental Authority Entity shall have issued an Order order restraining or prohibiting the Contemplated Transactions and transactions herein contemplated; no Governmental Authority Entity shall have commenced or threatened in writing to commence any Proceeding action or suit before any court of competent jurisdiction or other Governmental Authority Entity that seeks to restrain or prohibit the consummation of the Contemplated Transactionstransactions contemplated hereby or impose material damages or penalties in connection therewith; and neither the Justice Department nor the FTC shall have requested, orally or in writing, that Sellers delay or postpone the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (PMR Corp)

Action/Proceeding. No court or any other Governmental Authority shall have issued an Order restraining or prohibiting the consummation of the Contemplated Transactions and no Governmental Authority Transactions. No Person shall have commenced or threatened in writing to commence any Proceeding before any court of competent jurisdiction or other Governmental Authority that seeks to restrain or prohibit the consummation of the Contemplated TransactionsTransactions or otherwise seeks a remedy which would materially and adversely affect the ability of Buyer or Parent to enjoy the full use and enjoyment of the Purchased Assets or the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (CareMax, Inc.)

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Action/Proceeding. No court or any other Governmental Authority Entity shall have issued an Order order restraining or prohibiting the Contemplated Transactions transactions herein contemplated; and no Governmental Authority Entity with jurisdiction over either Acquired Company shall have commenced or threatened in writing to commence any Proceeding action or suit before any court of competent jurisdiction or other Governmental Authority Entity that seeks to restrain or prohibit the consummation of the Contemplated Transactionstransactions herein contemplated.

Appears in 1 contract

Samples: Equity Purchase Agreement (Medcath Corp)

Action/Proceeding. No court or any other Governmental Authority Entity shall have issued an Order order restraining or prohibiting the Contemplated Transactions transactions herein contemplated; and no Governmental Authority Entity with jurisdiction over the Acquired Company shall have commenced or threatened in writing to commence any Proceeding action or suit before any court of competent jurisdiction or other Governmental Authority Entity that seeks to restrain or prohibit the consummation of the Contemplated Transactionstransactions herein contemplated.

Appears in 1 contract

Samples: Equity Purchase Agreement (Medcath Corp)

Action/Proceeding. No court or any other Governmental Authority shall have issued an Order restraining or prohibiting the consummation of the Contemplated Transactions and no Governmental Authority Transactions. No Person shall have commenced or threatened in writing to commence any Proceeding before any court of competent jurisdiction or other Governmental Authority that seeks to restrain or prohibit the consummation of the Contemplated Transactions.

Appears in 1 contract

Samples: Asset Purchase Agreement (CareMax, Inc.)

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