Common use of Injunction Clause in Contracts

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummated, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closing.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Texas Petrochemicals Inc.), Asset Purchase Agreement (Huntsman International LLC), Asset Purchase Agreement (Texas Petrochemicals Inc.)

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Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummated, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Sellers or a material restriction on any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of Sellers’ operations other than the Business following the Closingas a result of such matter.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Huntsman International LLC), Asset Purchase Agreement (Texas Petrochemicals Inc.), Asset Purchase Agreement (Texas Petrochemicals Inc.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates the Company or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following the Closingas a result of such matter.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Ivoice, Inc /De), Stock Purchase Agreement (Ivoice, Inc /Nj), Stock Purchase Agreement (Ivoice, Inc /De)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the ClosingSeller.

Appears in 3 contracts

Samples: Asset Purchase Agreement (ExamWorks Group, Inc.), Asset Purchase Agreement (ExamWorks Group, Inc.), Asset Purchase Agreement (Winsonic Digital Media Group LTD)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following the Closingits business as a result of such matter.

Appears in 3 contracts

Samples: Asset Purchase Agreement (ExamWorks Group, Inc.), Asset Purchase Agreement (ExamWorks Group, Inc.), Asset Purchase Agreement (Winsonic Digital Media Group LTD)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Seller or any of its Affiliates or (ii) to impose any a material restraint or restriction on the Purchaser’s operation Company's operations as a result of the Business following the Closingsuch matter.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Ivoice, Inc /De), Stock Purchase Agreement (Thomas Pharmaceuticals, Ltd.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sunlink Health Systems Inc), Asset Purchase Agreement (Sunlink Health Systems Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Company or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserCompany’s operation operations as a result of the Business following the Closingsuch matter.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sunlink Health Systems Inc), Stock Purchase Agreement (Ivoice, Inc /Nj)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any a Shareholder as a result of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closingsuch matter.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (ExamWorks Group, Inc.)

Injunction. There shall be in effect no effective injunction, writ or preliminary restraining order or any order decree of any nature issued by a any Governmental Entity of competent jurisdiction to the effect that restrains or prohibits in any material respect consummation of the transactions contemplated hereby may not be consummatedhereby, and no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ order or preliminary restraining order decree, and no written notice shall have been received from any Governmental Entity indicating an intent (iA) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (iiB) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Huntsman International LLC)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Semotus or any a material restriction on Semotus's operation of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation business as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Contribution Agreement (Semotus Solutions Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any Shareholders as a result of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Intellectual Property Assignment (ExamWorks Group, Inc.)

Injunction. There shall will be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided in this Agreement, no proceeding or lawsuit shall will have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall will have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated herebyby this Agreement, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Buyer or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s Buyer's operation of the Business following the Closing.;

Appears in 1 contract

Samples: Asset Purchase Agreement (Arris Group Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity governmental authority of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity governmental authority for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity governmental authority indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Buyer or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserBuyer’s operation of the Business following the Closingits business as a result of such matter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Innovative Food Holdings Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates the Company or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following business of the ClosingPurchaser or the Company as a result of such matter.

Appears in 1 contract

Samples: Share Purchase Agreement (ExamWorks Group, Inc.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser AXLX or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserAXLX’s operation of the Business following the Closingits business as a result of such matter.

Appears in 1 contract

Samples: Contribution Agreement

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Seller or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserSeller’s operation operations as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sunlink Health Systems Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the Closingpayable.

Appears in 1 contract

Samples: Settlement Agreement

Injunction. There shall be no effective injunction, writ writ, or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ writ, or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay delay, or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s 's operation of the Business following the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Catcher Holdings Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Parent or any of its Affiliates the Company or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following the Closingas a result of such matter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sciele Pharma, Inc.)

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Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser PHI or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserPHI’s operation of the Business following the Closingits business as a result of such matter.

Appears in 1 contract

Samples: Settlement Agreement

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Stockholders or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserCompany’s operation operations as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ExamWorks Group, Inc.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the ClosingFlint.

Appears in 1 contract

Samples: Contribution Agreement (Semotus Solutions Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by ExamWorks, Merger Sub or the Purchaser Company or any of its Affiliates or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following the Closingas a result of such matter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ExamWorks Group, Inc.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Purchaser, the Company or any of its Affiliates Subsidiary or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following business of the ClosingPurchaser, the Company or any Subsidiary as a result of such matter.

Appears in 1 contract

Samples: Intellectual Property Assignment (ExamWorks Group, Inc.)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Transactions may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser OLHS-NL or any of its Affiliates or (ii) to impose any material restraint or restriction on the PurchaserOLHS-NL’s operation of the Business following the Closing.

Appears in 1 contract

Samples: Membership Interest Transfer Agreement

Injunction. There shall be no effective injunction, writ writ, or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ writ, or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser LCM or any of its Affiliates or (ii) to impose any a material restraint or restriction on the Purchaser’s operation LCM's operations as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Catcher Holdings Inc)

Injunction. There shall will be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided in this Agreement, no proceeding or lawsuit shall will have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall will have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated herebyby this Agreement, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Company or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of Company, the Business following or the Closing.Assets as a result of such matter;

Appears in 1 contract

Samples: Asset Purchase Agreement (Arris Group Inc)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s operation of the Business following the ClosingVOIP.

Appears in 1 contract

Samples: Contribution Agreement

Injunction. There shall will be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided in this Agreement, no proceeding or lawsuit shall have been commenced will be pending by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall will have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated herebyby this Agreement, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by either Caterpillar or the Purchaser Company or any of its Affiliates or (ii) to impose any a material restraint or restriction on either Caterpillar or the Purchaser’s operation Company's operations as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Agco Corp /De)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Transactions may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser BRF or any of its Affiliates or (ii) to impose any a material restraint or restriction on the PurchaserBRF’s operation operations as a result of the Business following the Closingsuch matter.

Appears in 1 contract

Samples: Membership Interest Transfer Agreement

Injunction. There shall will be no effective injunction, writ or preliminary restraining order or any order of any nature issued by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby Acquisition may not be consummatedconsummated as provided in this Agreement, no proceeding or lawsuit shall have been commenced will be pending by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall will have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated herebyby this Agreement, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser Buyer or any of its Affiliates or (ii) to impose any material restraint or restriction on the Purchaser’s Buyer's operation of the Business following the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Agco Corp /De)

Injunction. There shall be no effective injunction, writ or preliminary restraining order or any order of any nature issued or Law passed by a Governmental Entity of competent jurisdiction to the effect that the transactions contemplated hereby may not be consummatedconsummated as provided herein, no proceeding or lawsuit shall have been commenced by any Governmental Entity for the purpose of obtaining any such injunction, writ or preliminary restraining order and no written notice shall have been received from any Governmental Entity indicating an intent (i) to restrain, prevent, materially delay or restructure the transactions contemplated hereby, in each case where the Closing would (or would be reasonably likely to) result in a material fine or penalty payable by the Purchaser or any of its Affiliates the Company or (ii) to impose any a material restraint or restriction on the Purchaser’s operation of the Business following business of the Closing.Purchaser or the Company as a result of such matter. -42-

Appears in 1 contract

Samples: Share Purchase Agreement

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