No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestiture.
Appears in 5 contracts
Samples: Merger Agreement (Storage Technology Corp), Merger Agreement (Sun Microsystems, Inc.), Merger Agreement (Seebeyond Technology Corp)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestitureor agree to a Burdensome Condition.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Visual Sciences, Inc.)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b6.1(c) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate thereof to effect an Action of Divestiture.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Brocade Communications Systems Inc), Merger Agreement, Agreement and Plan of Reorganization (McData Corp)
No Governmental Restriction. There shall not be any pending or overtly threatened suit, action or proceeding asserted by any Governmental Authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger Mergers or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate of either of them to effect an Action of Divestiture.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Palm Inc), Merger Agreement (Palm Inc), Agreement and Plan of Reorganization (Handspring Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this AgreementTransactions, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary of their respective subsidiaries or affiliate affiliates to effect an Action of Divestiture.
Appears in 3 contracts
Samples: Merger Agreement (Extended Systems Inc), Merger Agreement (Sybase Inc), Merger Agreement (Sybase Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority (i) Entity challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 2 contracts
Samples: Merger Agreement (Hewlett Packard Co), Merger Agreement (Novadigm Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger 1 or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestitureor agree to a Burdensome Condition.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Merger Agreement (Pharmacopeia Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority governmental authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestiture.
Appears in 2 contracts
Samples: Merger Agreement (Captaris Inc), Merger Agreement (Castelle \Ca\)
No Governmental Restriction. There shall not be any pending or threatened in writing any suit, action or proceeding asserted by any Governmental Authority governmental authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.2(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 2 contracts
Samples: Merger Agreement (Castelle \Ca\), Merger Agreement (Captaris Inc)
No Governmental Restriction. There shall not be any pending or overtly threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.1(c) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate of their respective Subsidiaries to effect an Action of Divestituretake any action contemplated by the proviso set forth in Section 6.6(a).
Appears in 2 contracts
Samples: Merger Agreement (Fair Isaac & Company Inc), Merger Agreement (HNC Software Inc/De)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied satisfied, or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of DivestitureDivestiture (other than an Action of Divestiture effected in accordance with the terms of Section 5.6(d)).
Appears in 2 contracts
Samples: Merger Agreement (Kanbay International Inc), Merger Agreement (Cap Gemini Sa)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority (i) Entity challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this AgreementTransactions, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.01(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 2 contracts
Samples: Merger Agreement (Home Products International Inc), Merger Agreement (Tennant James R)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or Parent, the Company Company, Parent’s Subsidiaries or any Subsidiary or affiliate of their respective affiliates to effect an Action of Divestitureor agree to a Burdensome Condition.
Appears in 2 contracts
Samples: Merger Agreement (Medicinova Inc), Merger Agreement (Avigen Inc \De)
No Governmental Restriction. There shall not be any pending or overtly threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate thereof to effect an Action of Divestiture.
Appears in 2 contracts
Samples: Merger Agreement (Micron Technology Inc), Merger Agreement (Lexar Media Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section SECTION 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestiture.
Appears in 1 contract
Samples: Merger Agreement (Loudeye Corp)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestiture.
Appears in 1 contract
Samples: Merger Agreement (Coherent Inc)
No Governmental Restriction. There shall not be any pending or overtly threatened suit, action or proceeding asserted by any Governmental Authority (i) Entity challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions 39 contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.1(c) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 1 contract
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Authority (i) Entity challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b7.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 1 contract
No Governmental Restriction. There shall not be any pending or overtly threatened suit, action or proceeding asserted by any Governmental Authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestiture.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Speechworks International Inc)
No Governmental Restriction. There shall not be any pending or threatened suit, action or proceeding asserted by any Governmental Required Authority (i) challenging or seeking to restrain or prohibit the consummation of the Merger or any of the other transactions contemplated by this Agreement, the effect of which restraint or prohibition if obtained would cause the condition set forth in Section 6.1(b) to not be satisfied or (ii) seeking to require Parent or the Company or any Subsidiary or affiliate to effect an Action of Divestituresatisfied.
Appears in 1 contract
Samples: Merger Agreement (Intellisync Corp)
