Common use of Litigation Affecting This Transaction Clause in Contracts

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers to own, operate or control the Assets which, in the judgment of the Boards of Directors of Purchasers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan (Eastern Environmental Services Inc), Reorganization Agreement (Eastern Environmental Services Inc)

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Litigation Affecting This Transaction. There shall be no actual ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the rights of Seller as a result of the transaction contemplated by this Agreement, might affect such right of Purchasers as to own, operate Seller or control any affiliate thereof subsequent to the Assets Closing Date and which, in the judgment of the Boards of Directors of PurchasersSeller, made in good faith and based upon advice of their its counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 2 contracts

Samples: Stock Purchase and Sale Agreement (Mace Security International Inc), Stock Purchase and Sale Agreement (Mace Security International Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction transactions contemplated by this Agreement or which might affect the right of Purchasers to own, operate or control any of the Assets and which, in the judgment of the Boards of Directors of PurchasersSellers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 2 contracts

Samples: Reorganization Agreement (Eastern Environmental Services Inc), Agreement and Plan (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate in its entirety or control the Assets Company or the business the Company operate which, as a result of the transaction contemplated by this Agreement, might affect such right as to Purchaser or any affiliate thereof subsequent to the Closing Date and which, in the judgment of the Boards of Directors of PurchasersSellers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Reorganization Plan and Agreement (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction transactions contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate or control the Assets which, in the judgment of the Boards of Directors of PurchasersPurchaser, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no actual ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction transactions contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate or control any of the Assets and which, in the judgment of the Boards of Directors of PurchasersSellers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers to own, operate or control the Assets which, in the judgment of the Boards of Directors of PurchasersSeller, made in good faith and based upon advice of their its counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no actual ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction transactions contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate or control the Assets which, in the judgment of the Boards of Directors of PurchasersPurchaser, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers to own, operate in its entirety or control any of the Assets Company or the business the Company operates which, as a result of the transaction contemplated by this Agreement, might affect such right as to Purchasers or any affiliate thereof subsequent to the Closing Date and which, in the judgment of the Boards of Directors of PurchasersSeller, made in good faith and based upon advice of their its counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: U S Plastic Lumber Corp

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Litigation Affecting This Transaction. There shall be no actual ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers Purchaser to ownown the Shares, operate as a result of the transaction contemplated by this Agreement, might affect such right as to Purchaser or control any affiliate thereof subsequent to the Assets Closing Date and which, in the judgment of the Boards of Directors of PurchasersPurchaser, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Mace Security International Inc)

Litigation Affecting This Transaction. There shall be no actual ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers to ownown the Shares, operate as a result of the transaction contemplated by this Agreement, might affect such right as to Purchasers or control any affiliate thereof subsequent to the Assets Closing Date and which, in the judgment of the Boards of Directors of Purchasers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Mace Security International Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or Agreement, which might affect the right of Purchasers to own, operate or control the Assets which, in the judgment of the Boards of Directors of PurchasersSeller, made in good faith and based upon advice of their its counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction transactions contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate or control any of the Assets and which, in the judgment of the Boards of Directors of PurchasersSellers, made in good faith and based upon advice of their counsel, makes it inadvisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan (Eastern Environmental Services Inc)

Litigation Affecting This Transaction. There shall be no ------------------------------------- actual or threatened action by or before any court which seeks to restrain, prohibit or invalidate the transaction contemplated by this Agreement or which might affect the right of Purchasers Purchaser to own, operate in its entirety or control the Assets Company, which, as a result of the transaction contemplated by this Agreement, might affect such right as to Purchaser or any affiliate thereof subsequent to the Closing Date and which, in the judgment of the Boards Board of Directors of PurchasersPurchaser, made in good faith and based upon advice of their its counsel, makes it inadvisable advisable to proceed with the transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Resort Investment LLC)

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