Common use of Actions and Proceedings, etc Clause in Contracts

Actions and Proceedings, etc. There are no (i) outstanding judgments, orders, injunctions or decrees of any Governmental Entity or arbitration tribunal against the Seller, (ii) lawsuits, actions or proceedings pending or, to the knowledge of the Seller, threatened against the Seller, or (iii) investigations by any Governmental Entity which are, to the knowledge of the Seller, pending or threatened against the Seller, and which, in the case of each of clauses (i), (ii) and (iii), have a material adverse effect on the ability of the Seller to consummate the transactions contemplated hereby.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Echo Holdings, LLC), Securities Purchase Agreement (Echo Holdings, LLC), Securities Purchase Agreement (Echo Holdings, LLC)

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Actions and Proceedings, etc. There are no (i) outstanding judgments, orders, injunctions or decrees of any Governmental Entity or arbitration tribunal against the SellerBuyer, (ii) lawsuits, actions or proceedings pending or, to the knowledge of the SellerBuyer, threatened against the SellerBuyer, or (iii) investigations by any Governmental Entity which are, to the knowledge of the SellerBuyer, pending or threatened against the SellerBuyer, and which, in the case of each of clauses (i), (ii) and (iii), would reasonably be expected to have a material adverse effect on the ability of the Seller Buyer to consummate the transactions contemplated hereby.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Echo Holdings, LLC), Securities Purchase Agreement (Echo Holdings, LLC), Securities Purchase Agreement (Echo Holdings, LLC)

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Actions and Proceedings, etc. There are no (i) outstanding ---------------------------- judgments, orders, writs, injunctions or decrees of any Governmental Entity court, governmental agency or arbitration tribunal against the Seller, (ii) lawsuits, actions or proceedings pending or, to the knowledge of the Seller, threatened against the Seller, or (iii) investigations by any Governmental Entity Buyer which are, to the knowledge of the Seller, pending or threatened against the Seller, and which, in the case of each of clauses (i), (ii) and (iii), have a material adverse effect on the ability of the Seller Buyer to consummate the transactions contemplated hereby, or (ii) actions, suits, claims or legal, administrative or arbitration proceedings or investigations pending or, to the best knowledge of the Buyer, threatened against the Buyer, which are likely to have a material adverse effect on the ability of the Buyer to consummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pretzel Time Inc), Asset Purchase Agreement (Fields MRS Original Cookies Inc)

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