Common use of Legal Proceeding Clause in Contracts

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 91 contracts

Samples: Agreement of Merger (Taro Pharmaceutical Industries LTD), Agreement of Merger (Sun Pharmaceutical Industries LTD), Merger Agreement (Applied Genetic Technologies Corp)

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Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 14 contracts

Samples: Stock Purchase Agreement (Chordiant Software Inc), Stock Purchase Agreement (Local Matters Inc.), Merger Agreement (Nitromed Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, charge, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 12 contracts

Samples: Merger Agreement (Mallinckrodt PLC), Merger Agreement (Sucampo Pharmaceuticals, Inc.), Merger Agreement (Zeltiq Aesthetics Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, complaint, litigation, arbitration, arbitration or any administrative proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation ) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelBody.

Appears in 4 contracts

Samples: Merger Agreement (Stemline Therapeutics Inc), Merger Agreement (Gilead Sciences Inc), Merger Agreement (Gilead Sciences Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, arbitration or other proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) (or any hearing, inquiry, audit, audit or examination of which any Acquired Corporation is or investigation becomes aware) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 3 contracts

Samples: Merger Agreement (Maxim Integrated Products Inc), Merger Agreement (Maxim Integrated Products Inc), Agreement and Plan of Merger (Volterra Semiconductor Corp)

Legal Proceeding. “Legal Proceeding” shall mean means any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 3 contracts

Samples: Merger Agreement (Versant Corp), Merger Agreement (Peplin Inc), Merger Agreement (Transmeta Corp)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Authority or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Equity Agreement, Stock Purchase Agreement (Amylin Pharmaceuticals Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) (or any hearing, inquiry, audit, audit or examination of which the Company is or investigation becomes aware) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Merger Agreement (Riverbed Technology, Inc.), Merger Agreement (Opnet Technologies Inc)

Legal Proceeding. “Legal Proceeding” shall mean any claim action, suit, charge, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commencedcommenced or brought by any Person, brought, and conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Merger Agreement (Enel Green Power North America, Inc.), Merger Agreement (Enernoc Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination hearing or investigation commenced, brought, conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panelBody.

Appears in 2 contracts

Samples: Merger Agreement (Intercept Pharmaceuticals, Inc.), Agreement and Plan of Merger (Array Biopharma Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel (but excluding ordinary course prosecution proceedings before the U.S. Patent and Trademark Office, U.S. Copyright Office and other IP registries).

Appears in 2 contracts

Samples: Merger Agreement (Ixys Corp /De/), Merger Agreement (Zilog Inc)

Legal Proceeding. Legal Proceeding" shall mean any ongoing or threatened action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, hearing conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Pharmacopeia Inc)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding and any informal proceeding), prosecution, contest, hearing, inquiry, inquest, audit, examination or investigation that is, has been or may in the future be commenced, brought, conducted or heard by or before, or that otherwise involvinghas involved or may involve, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cerprobe Corp)

Legal Proceeding. “Legal Proceeding” shall mean means any action, suit, charge, complaint, claim, mediation, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Sequenom Inc)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Entity or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Pixelworks Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Business Combination Agreement (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Broadsoft Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel (including those relating to any Environmental Laws).

Appears in 1 contract

Samples: Merger Agreement (Genoptix Inc)

Legal Proceeding. “Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, brought or conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Alpha Innotech Corp)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, claim, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Gilead Sciences Inc)

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Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, claim, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Vaughan Foods, Inc.)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, brought or conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (HPL Technologies Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, charge, complaint, litigation, arbitration, mediation, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination examination, citation, summons, claim, demand, qui tam action, subpoena, or investigation commenced, brought, conducted or heard (whether formally or informally, whether publicly or privately) by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (IVERIC Bio, Inc.)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel located in the United States.

Appears in 1 contract

Samples: Merger Agreement (Cysive Inc)

Legal Proceeding. “Legal Proceeding” shall mean (a) any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) or hearing, ; or (b) any inquiry, audit, examination or investigation that is known to the subject party, in either case, commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any ongoing or threatened action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Catalyst International Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, tax, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Share Purchase Agreement (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, litigation or legal proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard commenced by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Stock Purchase Agreement (Boxlight Corp)

Legal Proceeding. “Legal Proceeding” shall mean any actionclaim, suitlawsuit, litigationcourt action or other court proceeding, arbitration, proceeding (including any civilgovernmental or administrative investigation, criminal, administrative, investigative audit or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger Agreement (Xenoport Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Entity or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Amalgamation (Palmsource Inc)

Legal Proceeding. “Legal Proceeding” shall mean any actionlawsuit, suitcourt action or legal, litigationgovernmental, arbitration, administrative or arbitration proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator investigation or arbitration panelinquiry by a Governmental Entity, in all cases of which, the Company has received notice.

Appears in 1 contract

Samples: Merger Agreement (Acer Inc)

Legal Proceeding. “Legal Proceeding” shall will mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding and any informal proceeding), prosecution, contest, hearing, inquiry, inquest, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Va Software Corp)

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