Common use of No Adverse Enactments Clause in Contracts

No Adverse Enactments. There shall not have been any statute, rule, regulation, order, judgment or decree proposed, enacted, promulgated, entered, issued, enforced or deemed applicable by any foreign or United States federal, state or local Governmental Entity, and there shall be no action, suit or proceeding pending or threatened, which, in the Company's reasonable judgment (i) makes or may make this Agreement, the Merger, or any of the other transactions contemplated by this Agreement illegal or imposes or may impose material damages or penalties in connection therewith, (ii) otherwise prohibits or unreasonably delays, or may prohibit or unreasonably delay, the consummation of the Merger or any of the other transactions contemplated by this Agreement or increases in any material respect the liabilities or obligations of the Company arising out of this Agreement, the Merger or any of the other transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (V One Corp/ De), Merger Agreement (Steelcloud Inc)

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No Adverse Enactments. There shall not have been any material statute, rule, regulation, order, judgment or decree proposed, enacted, promulgated, entered, issued, enforced or deemed applicable by any foreign or United States federal, state or local Governmental Entity, and there shall be no action, suit or proceeding pending or threatened, which, in the CompanyBuyer's reasonable judgment (i) makes or may make this Agreement, the Merger, or any of the other transactions contemplated by this Agreement illegal or imposes or may impose material damages or penalties in connection therewith, (ii) otherwise prohibits or unreasonably delays, or may prohibit or unreasonably delay, the consummation of the Merger or any of the other delay transactions contemplated by this Agreement or increases in any material respect the liabilities or obligations of the Company Buyer arising out of this Agreement, the Merger or any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (iTalk Inc.)

No Adverse Enactments. There shall not have been any action taken, or any statute, rule, regulation, order, judgment or decree proposed, enacted, promulgated, entered, issued, enforced or deemed applicable by any foreign or United States federal, state or local Governmental Entity, and there shall be no action, suit or proceeding pending or or, to the knowledge of the parties, threatened, which, in the Company's reasonable judgment which (i) makes or may make this Agreement, the MergerReorganization, or any of the other transactions contemplated by this Agreement illegal or imposes or may impose material damages or penalties in connection therewith, ; or (ii) otherwise prohibits prohibits, restricts, or unreasonably delays, or may prohibit or unreasonably delay, the delays consummation of the Merger Reorganization or any of the other transactions contemplated by this Agreement or increases or may increase in any material respect the liabilities or obligations of the Company ICG arising out of this Agreement, the Merger Reorganization, or any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Reorganization Agreement (Icg Holdings Canada Co /Co/)

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No Adverse Enactments. There shall not have been any material statute, rule, regulation, order, judgment or decree proposed, enacted, promulgated, entered, issued, enforced or deemed applicable by any foreign or United States federal, state or local Governmental Entity, and there shall be no action, suit or proceeding pending or threatened, which, in the Company's Buyer’s reasonable judgment (i) makes or may make this Agreement, the Merger, or any of the other transactions contemplated by this Agreement illegal or imposes or may impose material damages or penalties in connection therewith, (ii) otherwise prohibits or unreasonably delays, or may prohibit or unreasonably delay, the consummation of the Merger or any of the other delay transactions contemplated by this Agreement or increases in any material respect the liabilities or obligations of the Company Buyer arising out of this Agreement, the Merger or any of the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Voip Inc)

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