Common use of Legal Action Clause in Contracts

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 15 contracts

Samples: Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc)

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Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions trans actions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 8 contracts

Samples: Merger Agreement (Predict It Inc), Merger Agreement (Pangilinan Rich), Merger Agreement (Iparty Corp)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Epicedge Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit prohibit, or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.. 41

Appears in 5 contracts

Samples: Merger Agreement (Pangilinan Rich), Merger Agreement (Ninomiya Mori S), Merger Agreement (Lavallo John)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto, except as listed in Schedule 3.04.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Amedisys Inc), Stock Purchase Agreement (Amedisys Inc), Exchange Agreement (Amedisys Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoPlan of Merger, or to obtain substantial damages with respect thereto.

Appears in 3 contracts

Samples: Triangular Merger Agreement (Ars Networks Inc), Triangular Merger Agreement (Ars Networks Inc), Merger Agreement (Us Microbics Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit prohibit, or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 3 contracts

Samples: Merger Agreement (Emagin Corp), Merger Agreement (Fantasticon Inc), Merger Agreement (Edelson Harry)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement Agreement, or related agreements set forth as an exhibit heretoany document contemplated thereby or in connection therewith, or to obtain substantial damages with respect thereto.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Acl Semiconductor Inc), Asset Purchase Agreement (Cable & Co Worldwide Inc), Stock Purchase Agreement (Acl Semiconductor Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement the Operative Documents or related agreements set forth as an exhibit heretoin connection therewith, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Crown Northcorp Inc), Stock Purchase Agreement (Harbert Equity Fund I LLC)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto, or (b) which Seller shall reasonably determine could have a material adverse effect on the business, assets, liabilities, condition (financial or otherwise) or prospects of Purchaser (without giving effect to the transactions contemplated hereby).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Alphanet Solutions Inc), Asset Purchase Agreement (Snap2 Corp)

Legal Action. There shall not have been instituted or threatened by any Person other than the Seller or its affiliates any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement the Operative Documents or related agreements set forth as an exhibit heretoin connection therewith, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Crown Northcorp Inc), Stock Purchase Agreement (Harbert Equity Fund I LLC)

Legal Action. There shall not have been instituted or threatened any legal proceeding Proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rako Capital Corp), Stock Purchase Agreement (Osprey Investments Ii Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement the Transaction Agreements, or related agreements set forth as an exhibit heretoany document contemplated thereby or in connection therewith, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Claimsnet Com Inc), Asset Purchase Agreement (Imatec LTD)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions Transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoand the other Transaction Documents, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Escalon Medical Corp), Stock Purchase Agreement (Escalon Medical Corp)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement hereby, or related agreements set forth as an exhibit heretoany document contemplated thereby or in connection therewith, or to obtain substantial damages with respect thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Acl Semiconductor Inc), Stock Purchase Agreement (Acl Semiconductor Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoPlan of Merger, or to obtain substantial damages with respect thereto. 14.

Appears in 1 contract

Samples: Merger Agreement (Capitol Group Holdings Corp)

Legal Action. There shall not have been instituted or threatened any legal proceeding (i) relating to, or seeking to prohibit prohibit, delay or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect theretothereto or (ii) that, if successful, could diminish the value of the Copytron Assets to Purchaser.

Appears in 1 contract

Samples: Asset Purchase Agreement (Booktech Com Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Securities Purchase Agreement (On2 Technologies Inc)

Legal Action. There shall not have been instituted instituted, or threatened to the knowledge of VSE or the Shareholders threatened, any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Merger Agreement (Predict It Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by described in this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect theretoto this Agreement or the Merger.

Appears in 1 contract

Samples: Merger Agreement (Kinetiks Com Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, of the transactions contemplated by described in this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect theretoto this Agreement or the Merger.

Appears in 1 contract

Samples: Merger Agreement (Kinetiks Com Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or seeking to obtain substantial damages with respect thereto, or (b) which Buyer shall reasonably determine could have a material adverse effect on it or its business.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Transcrypt International Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or seeking to obtain substantial damages with respect thereto, or (b) which Purchaser shall reasonably determine could have a material adverse effect on Purchaser’s business or the Training Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Alphanet Solutions Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto, or (b) which Seller shall reasonably determine could have a material adverse effect on the business, assets, liabilities, condition (financial or otherwise) or prospects of Buyer (without giving effect to the transactions contemplated hereby).

Appears in 1 contract

Samples: Stock Purchase Agreement (Transcrypt International Inc)

Legal Action. There shall not have been instituted or threatened ------------ any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sportan United Industries Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto, except as listed in Schedule 5.06.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amedisys Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect theretothereto or to cause any of the transactions contemplated by this Agreement to be rescinded following consummation.

Appears in 1 contract

Samples: Merger Agreement (Ebony & Gold Ventures Inc)

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Legal Action. There At the Effective Time there shall not have been instituted or threatened be pending any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Merger Agreement (Ventures National Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoMerger Agreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Merger Agreement (Marketing Services Group Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.. 38

Appears in 1 contract

Samples: Merger Agreement (Mangosoft Inc)

Legal Action. There shall not have been instituted or threatened any my legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Share Exchange Agreement (L Air Holding Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amedisys Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement Agreement, excluding any such legal proceeding instituted by EDG or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect theretoany affiliate thereof.

Appears in 1 contract

Samples: Merger Agreement (Epicedge Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect theretothereto which in the reasonable judgment of Xxxxxx otherwise materially prohibits, restricts, conditions or delays consummation of the Merger or any of the other transactions contemplated by this Agreement or materially impairs the contemplated benefits to Xxxxxx of this Agreement, the Merger, or any other transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Drug Guild Distributors Inc)

Legal Action. There At the Effective Time, there shall not have been instituted or threatened be pending any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Merger Agreement (Ventures National Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or seeking to obtain substantial damages with respect thereto, or (b) which Buyer shall reasonably determine could have a material adverse effect on the Business.

Appears in 1 contract

Samples: Stock Purchase Agreement (Transcrypt International Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit prohibit, delay or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Booktech Com Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or seeking to obtain substantial damages with respect thereto, or (b) which Purchaser shall reasonably determine could have a material adverse effect on Purchaser’s business or the The Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Snap2 Corp)

Legal Action. There shall not have been instituted or threatened any legal proceeding (a) relating to, or seeking to prohibit or otherwise challenging challenge this Agreement or the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto, or (b) which Seller shall reasonably determine could have a material adverse effect on it or its business.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Transcrypt International Inc)

Legal Action. There shall not have been instituted or threatened any ------------- legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Merger Agreement (Pacific Intermedia Inc)

Legal Action. There shall not have been instituted or threatened any material legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages from the Investor with respect thereto.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Boston Biomedica Inc)

Legal Action. There shall not have been instituted or threatened ------------ any legal proceeding relating to, or seeking to prohibit or otherwise challenging the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sportan United Industries Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, the transactions contemplated by this Agreement or related agreements set forth as an exhibit heretoAgreement, or to obtain substantial damages with respect theretothereto which in the reasonable judgment of Xxxxxx otherwise materially prohibit, restrict, condition or delay consummation of the transactions contemplated by this Agreement or materially impair the contemplated benefits to Xxxxxx of this Agreement or any other transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Drug Guild Distributors Inc)

Legal Action. There shall not have been instituted or threatened any legal proceeding relating to, or seeking to prohibit or otherwise challenging challenge the consummation of, of the transactions contemplated by this Agreement or related agreements set forth as an exhibit hereto, or to obtain substantial damages with respect thereto.

Appears in 1 contract

Samples: Purchase Agreement (Parexel International Corp)

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