Common use of No Injunction Clause in Contracts

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly directly, materially and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed adopted by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, writ, ruling or injunction shall have been enacted, entered, promulgated promulgated, threatened or endorsed by any court or governmental authority of competent jurisdiction that which prohibits the consummation of or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting which would materially modify or adversely affecting delay any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementa Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.. (iii)

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which, in the reasonable opinion of the Company and its legal counsel, prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed adopted by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, ------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated by this Agreement that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive -------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementa Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Entity of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction Governmental Authority shall have been enacted, enteredissued, promulgated promulgated, enforced or endorsed entered any Governmental Order which is in effect and has the effect of making the transactions contemplated by any court this Agreement illegal, otherwise restraining or governmental authority prohibiting consummation of competent jurisdiction that prohibits such transactions or directly and adversely affects causing any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereunder to be rescinded following completion thereof.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly materially and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or by the Principal Market that prohibits prohibits, materially impairs or directly and adversely affects any of renders impractical the transactions contemplated by this Agreement, and and, to the knowledge of the Company, no proceeding or rule making process shall have been commenced that may reasonably be expected to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementsuch result if enacted.

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this the Sales Agreements or any Terms Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this the Sales Agreements or any Terms Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.;

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any management of the transactions contemplated by this AgreementCompany believes will have a Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that jurisdiction, which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, Agreement and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this AgreementRelated Agreements.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, and no valid proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, entered or promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may is reasonably likely to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementa Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling Law or injunction Order shall have been enacted, entered, issued or promulgated or endorsed by any court Governmental Entity (and be in effect) which declares this Agreement invalid or governmental authority unenforceable in any material respect or which prohibits consummation of competent jurisdiction that prohibits the Merger or directly and adversely affects any of the transactions contemplated by this Agreementherein, and no proceeding all Consents and Orders of any Governmental Entity required for the consummation of the Merger and the transactions contemplated hereby shall have been commenced that may have obtained and shall be in effect at the effect of prohibiting or adversely affecting any of the transactions contemplated by this AgreementEffective Time.

No Injunction. No statute, rule, regulation, executive order, decree, -------------- ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, -------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No order or decree of any court, arbitration panel or governmental authority or official, and no statute, rulerule or regulation of any foreign or domestic, regulation, executive order, decree, ruling national or injunction local government or agency thereof shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding judicial or administrative decision shall have been commenced that may have rendered which enjoins or prohibits, or seeks to enjoin or prohibit, the effect consummation of prohibiting all or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may which would be reasonably likely to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this AgreementAgreement or the Master Forward Confirmation.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which, in the reasonable opinion of the Company and its legal counsel, prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, ------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.;

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no nor shall any proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling ruling, or injunction shall have been enacted, entered, promulgated promulgated, or endorsed adopted by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreementthe Transaction Documents, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreementthe Transaction Documents.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of having competent jurisdiction that which prohibits or directly and adversely affects any materially impairs the consummation of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreementthe Sales Agency Agreements, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreementthe Sales Agency Agreements.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.. 1.3

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting would be reasonably likely to prohibit or materially adversely affecting affect any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, writ, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits the consummation of or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting which would materially modify or adversely affecting delay any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated promulgated, endorsed or endorsed threatened or be pending by or before any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects threatens to prohibit the consummation of any of the transactions contemplated by this Agreement, Agreement and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.agreements attached as exhibits hereto;

No Injunction. No statute, rule, regulation, executive -------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and or materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this AgreementAgreement and the other Transaction Documents, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby and thereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which, in the reasonable opinion of the Company and its legal counsel, prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may which would be reasonably likely to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and or materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of or directly and adversely affects which would materially modify or delay any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting the consummation of or adversely affecting materially modify or delay any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Entity of competent jurisdiction that which prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits seeks to restrain, prohibit or directly and adversely affects any of rescind the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of including prohibiting or adversely affecting restricting the Purchaser or any of its Affiliates from owning any Shares in accordance with the transactions contemplated by terms and conditions of this Agreement.. (d)

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this AgreementAgreement or the Master Forward Confirmations.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting Agreement at or adversely affecting any of the transactions contemplated by this Agreementprior to each Settlement Date.

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or by the Principal Market that prohibits prohibits, materially impairs or directly and adversely affects any of renders impractical the transactions contemplated by this Agreement, and and, to the knowledge of the Company, no proceeding or rule making process shall have been commenced that may reasonably be expected to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementsuch result if enacted.

No Injunction. No statute, rule, regulation, executive order, decree, ------------- ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent 9 jurisdiction that which, in the reasonable opinion of the Company and its legal counsel, prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, ------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or by the Principal Market that prohibits prohibits, materially impairs or directly and adversely affects any of renders impractical the transactions contemplated by this Agreement, and and, to the knowledge of the Company, no proceeding or rule making process shall have been commenced that may reasonably be expected to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementsuch result if enacted.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this AgreementAgreement and the other Transaction Documents, and no valid proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby and thereby.

No Injunction. No statute, rule, regulation, executive order, ------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no nor shall any proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Entity of competent jurisdiction that which prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby and thereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of 193 competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this AgreementAgreement or any of the transactions contemplated by any of the other agreements related to such transactions (the "Related Agreements"), and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this AgreementAgreement or any of the Related Agreements.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any otherwise restrains the consummation of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, writ, ruling or injunction shall have been enacted, entered, promulgated promulgated, threatened or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting would materially modify or adversely affecting delay any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, writ, ruling or injunction shall will have been enacted, entered, promulgated promulgated, threatened or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting would materially modify or adversely affecting delay any of the transactions contemplated by this Agreement.

No Injunction. No statuteinjunction, rule, regulation, executive temporary restraining order, decree, ruling judgment or injunction other order or decree of any Governmental Authority shall have been enactedissued or been entered and be in effect, enterednor shall any statute, rule or regulation have been enacted or promulgated and be in effect, which could prevent, materially delay or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of materially burden the transactions contemplated by this Agreement, Agreement nor shall there be pending or threatened any material litigation or other proceeding with respect to the sale and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any purchase of the transactions contemplated by this AgreementShares.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this AgreementAgreement or any of the Exhibits annexed hereto, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this AgreementAgreement or any of the Exhibits annexed hereto.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.. CYIOS Corporation DEFA

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or by the Principal Market that prohibits prohibits, materially impairs or directly and adversely affects any of renders impractical the transactions contemplated by this Agreement, and no proceeding or rule making process shall have been commenced that may reasonably be expected to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementsuch result if enacted.

No Injunction. No statute, rule, regulation, -------------- executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no legal or regulatory proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement or any Related Agreement, and no proceeding or investigation shall have been commenced that or threatened which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementsuch transactions.

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.hereby. (d)

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.. (d)

No Injunction. No statute, rule, regulation, executive order, ------------- decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which, in the reasonable opinion of the Company and its legal counsel, prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed adopted by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may is reasonably likely to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive Governmental Entity of competent jurisdiction shall have issued any order, decreeinjunction or decree that is in effect, ruling or injunction and no Law shall have been enactedenacted or promulgated, entered, promulgated that renders the Sale or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the other transactions contemplated by this AgreementAgreement illegal, and no proceeding shall have been commenced that may have or prohibits, enjoins, restrains or otherwise prevents or delays the effect of prohibiting Sale or adversely affecting any of the other transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of or competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and c) adversely affects any of the transactions contemplated by this AgreementSubscription Agreement and the Warrants, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby or thereby.

No Injunction. No statute, rule, regulation, executive ------------- order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction or any self-regulatory organization having authority over the matters contemplated hereby that prohibits 29 or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this AgreementAgreement or any related agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementa Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed adopted by any court or governmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.. 14 (e)

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may would reasonably be expected to have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementa Material Adverse Effect.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority Governmental Authority of competent jurisdiction that prohibits or directly directly, materially and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction Governmental Entity that prohibits or directly and adversely affects the consummation of any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have Agreement or the effect of prohibiting or adversely affecting any of the transactions contemplated by this Merger Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and materially adversely affects any of the transactions contemplated by this 10 Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that 21NEXT PAGE may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects effects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby and thereby.

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed adopted by any court or governmental govemmental authority of competent jurisdiction that prohibits or directly and materially adversely affects any of the transactions contemplated by this Agreementthe Transaction Documents, and no proceeding shall have been commenced that may have the effect of prohibiting or materially adversely affecting any of the transactions contemplated by this Agreementthe Transaction Documents.

No Injunction. No statute, rule, regulation, executive order, decree, ruling preliminary or permanent injunction or restraining order shall have been enacted, entered, promulgated promulgated, threatened or endorsed enforced by any court or governmental authority of competent jurisdiction that Governmental Authority which prohibits or directly restricts the consummation of the transactions contemplated by this Agreement or makes the consummation of such transactions illegal and adversely affects any shall continue to be in effect or would be reasonably likely to prohibit or materially restrict the consummation of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreement.; and

No Injunction. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits or directly and adversely affects any of the transactions contemplated by this Agreement, and no proceeding shall have been commenced that which may have the effect of prohibiting or adversely affecting any of the transactions contemplated by this Agreementhereby.