Deliberately Deleted by either the Acquiror or the Shareholders (acting jointly), if there shall have been entered a final, non-appealable order or injunction of any Governmental Authority restraining or prohibiting the consummation of the transactions contemplated hereby;
Deliberately Deleted. Notification. Between the date of this Agreement and the Closing Date, the Company and the Shareholders will promptly notify the Acquiror in writing if the Company, the Shareholders or any Company Subsidiary becomes aware of any fact or condition that causes or constitutes a breach of any of the representations and warranties of the Company or the Shareholders, as the case may be, as of the date of this Agreement, or if the Company, any Shareholder or any Company Subsidiary becomes aware of the occurrence after the date of this Agreement of any fact or condition that would (except as expressly contemplated by this Agreement) cause or constitute a breach of any such representation or warranty had such representation or warranty been made as of the time of occurrence or discovery of such fact or condition. Should any such fact or condition require any change in the Schedules to this Agreement if the Schedules to the Agreement were dated the date of the occurrence or discovery of any such fact or condition, the Company or the Shareholders, as the case may be, will promptly deliver to the Acquiror a supplement to the Schedules to the Agreement specifying such change; provided, however, that such delivery shall not materially adversely affect any rights of the Acquiror set forth herein, including the right of the Acquiror to seek a remedy in damages for losses incurred as a result of such supplemented disclosure. During the same period, the Company and the Shareholders will, and will cause each Company Subsidiary to, promptly notify the Acquiror of the occurrence of any breach of any covenant of the Company or the Shareholders in this Section 7 or of the occurrence of any event that may make the satisfaction of the conditions in Section 9 impossible or unlikely.
Deliberately Deleted. Litigation; Orders. Except as set forth on Schedule 6.19, there is no Proceeding (whether federal, state, local or foreign) pending or, to the knowledge of the Acquirer, threatened against or affecting any Acquirer Company or any Acquirer Company's properties, assets, business or employees. To the knowledge of the Acquirer, there is no fact that might result in or form the basis for any such Proceeding. No Acquirer Company is subject to any Orders.
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Deliberately Deleted. In relation to a Partial Liquidity Event:
Deliberately Deleted. In the event that the dispute is not resolved amicably in accordance with Article 9.4 within 30 (thirty) days of having been brought in writing to the attention of the respective Chief Executive Officers, any of the applicable Parties shall be entitled to institute legal proceedings against the other(s) in respect of such dispute.
Deliberately Deleted. Deliberately Deleted
Deliberately Deleted. “Section 4(a)(2)" means Section 4(a)(2) under the Securities Act, as the same may be amended from time to time, or any successor statute.
Deliberately Deleted. 7.4.1 As promptly as practicable after the date of this Agreement, the Company will, and will cause each Company Subsidiary to, make all filings required to be made by it in order to consummate the transactions contemplated by this Agreement, if applicable. Between the date of this Agreement and the Closing Date, the Company will, and will cause each Company Subsidiary to, (a) cooperate with the Acquirer with respect to all filings that the Acquirer elects to make or is required to make in connection with the transactions contemplated by this Agreement, and (b) cooperate with the Acquirer in obtaining any consents or approvals required to be obtained by the Acquirer in connection herewith.
Deliberately Deleted by either DDOO or the Shareholders (acting jointly), if there shall have been entered a final, non-appealable order or injunction of any Governmental Authority restraining or prohibiting the consummation of the transactions contemplated hereby;