Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement.
Appears in 11 contracts
Samples: Asset Purchase Agreement (Ace Cash Express Inc/Tx), Asset Purchase Agreement (Amtech Systems Inc), Asset Purchase Agreement (Amtech Systems Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Buyer to own the Shares or to own or operate the business of the Company and the Subsidiaries after the Closing.
Appears in 4 contracts
Samples: Share Purchase Agreement (International Integration Inc), Stock Purchase Agreement (Advanced Energy Industries Inc), Stock Purchase Agreement (Breed Technologies Inc)
Adverse Proceedings. No action or proceeding by or before any ------------------- court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Stockholders to transfer the Shares.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Switchboard Inc), Stock Purchase Agreement (On Technology Corp), Stock Purchase Agreement (Lifeline Systems Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Stockholders to transfer the Shares.
Appears in 4 contracts
Samples: Stock Acquisition Agreement (Skymall Inc), Stock Purchase Agreement (Advanced Energy Industries Inc), Stock Purchase Agreement (Breed Technologies Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Company to transfer the Acquired Assets.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Healthgate Data Corp), Intellectual Property Rights Purchase Agreement (Geac Computer Systems Inc), Asset Purchase Agreement (Geac Computer Systems Inc)
Adverse Proceedings. No action or proceeding by or before any ------------------- court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Buyer to own the Shares or to own or operate the business of the Company after the Closing.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Switchboard Inc), Stock Purchase Agreement (Lifeline Systems Inc), Stock Purchase Agreement (Open Market Inc)
Adverse Proceedings. No action action, suit or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or other person whatsoever which shall seek seeks to restrain, prohibit or invalidate the transactions any transaction contemplated by this Agreementhereby.
Appears in 3 contracts
Samples: Settlement Agreement (Mercury Air Group Inc), Settlement Agreement (Mercury Air Group Inc), Settlement Agreement (Mercury Air Group Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Shareholders to transfer the Shares.
Appears in 2 contracts
Samples: Share Purchase Agreement (International Integration Inc), Stock Purchase Agreement (Uici)
Adverse Proceedings. No action or proceeding by or before any ------------------- court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Company to transfer the Acquired Assets.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Clarus Corp), Intellectual Property Rights Purchase Agreement (Clarus Corp)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement or which might affect the rights of Seller contemplated by this Agreement.
Appears in 2 contracts
Samples: Asset Purchase and License Agreement (Micrografx Inc), Asset Purchase and License Agreement (Micrografx Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Company to transfer the Assets.
Appears in 2 contracts
Samples: Purchase Agreement (Penwest Pharmaceuticals Co), Purchase Agreement (Penwest Pharmaceuticals Co)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement.Agreement or which might affect the right of the Seller
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ascent Pediatrics Inc), Asset Purchase Agreement (Ascent Pediatrics Inc)
Adverse Proceedings. No action action, suit or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or other person whatsoever other than a party hereto which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement.
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Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Buyer to purchase the Shares.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sunlink Health Systems Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, restrain prohibit or invalidate the transactions contemplated by this Agreement.
Appears in 1 contract
Adverse Proceedings. No action or proceeding by or before ------------------- any court or other governmental body shall have been instituted or threatened Threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which could be reasonably expected to materially affect the ability of Buyer to consummate the transactions contemplated hereby.
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Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or or, to the best knowledge of the parties hereto, threatened by any governmental body or person whatsoever (i) which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement., including the Merger or
Appears in 1 contract
Samples: Merger Agreement (Brooktrout Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of Inclusion to own or use the Assets after the date hereof.
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Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person Person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might materially and adversely affect the right of the Buyer to own the Shares or to own or operate the business of the Company after the Closing.
Appears in 1 contract
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the Merger or the other transactions contemplated by this AgreementAgreement and Plan of Merger.
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Adverse Proceedings. No action or proceeding by or before any court or other governmental body Governmental Authority shall have been instituted or, to the Buyer’s or the Companies’ Knowledge, threatened (in writing) by any governmental body or person whatsoever Governmental Authority which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Town Sports International Holdings Inc)
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of Open Solutions or the Buyer to own the Shares or to own or operate the business of the Company after the Closing.
Appears in 1 contract
Adverse Proceedings. No action or proceeding by or before any court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Sellers to transfer the Property.
Appears in 1 contract
Samples: Purchase Agreement (Ski Lifts Inc)
Adverse Proceedings. No action or proceeding by or before any ------------------- court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Company to issue and sell the Shares.
Appears in 1 contract
Samples: Stock Purchase Agreement (C-Bridge Internet Solutions Inc)
Adverse Proceedings. No action or proceeding by or before any court ------------------- or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this AgreementAgreement or which might affect the right of the Company to issue and deliver the Shares.
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Adverse Proceedings. No action or proceeding by or before any ------------------- court or other governmental body shall have been instituted or threatened by any governmental body or person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement or which might affect the right of the Seller to transfer the Interest or consummate the other transactions contemplated by this Agreement.
Appears in 1 contract
Adverse Proceedings. No action or proceeding by or before any court or other governmental body Governmental Authority shall have been instituted or, to the Parent’s or the Company’s knowledge, threatened in writing by any governmental body Governmental Authority or person Person whatsoever which shall seek to restrain, prohibit or invalidate the transactions contemplated by this Agreement.
Appears in 1 contract