No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolio.
Appears in 21 contracts
Samples: Agreement and Plan of Reorganization (Thrivent Series Fund Inc), Agreement and Plan of Reorganization (Thrivent Series Fund Inc), Agreement and Plan of Reorganization (Thrivent Series Fund Inc)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring PortfolioFund.
Appears in 11 contracts
Samples: Agreement and Plan of Reorganization (Thrivent Mutual Funds), Agreement and Plan of Reorganization (Thrivent Mutual Funds), Agreement and Plan of Reorganization (Thrivent Mutual Funds)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order (whether temporary, preliminary or permanent) issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which restrains, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding brought by any state, local or federal government agency or entity person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation law or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes restrains, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfoliocontemplated.
Appears in 6 contracts
Samples: Patent and Technology License and Purchase Option Agreement (Q BioMed Inc.), Patent and Technology License and Purchase Option Agreement (Q BioMed Inc.), Patent and Technology License and Purchase Option Agreement (Q BioMed Inc.)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect that prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local Governmental Authority or federal government agency or entity any other Person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which that makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Ballard Power Systems Inc.), Asset Purchase Agreement (Digirad Corp), Asset Purchase Agreement (Icad Inc)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other similar order (whether temporary, preliminary or permanent) issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Proceeding brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.
Appears in 2 contracts
Samples: Stock Purchase Agreement (DJSP Enterprises, Inc.), Stock Purchase Agreement (Homeland Security Capital CORP)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order similar Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.
Appears in 2 contracts
Samples: Asset Purchase Agreement (DJSP Enterprises, Inc.), Asset Purchase Agreement (Homeland Security Capital CORP)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction injunction, or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the Merger shall have been issued, nor shall any proceeding brought by a United States administrative agency or commission or other United States Governmental Body seeking any of the foregoing be pending; and no statute, rule, regulation, or order shall be enacted, entered, enforced, or deemed applicable to the Merger which makes the consummation of the Merger illegal or enjoins the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolio.
Appears in 2 contracts
Samples: Merger Agreement (Analysts International Corp), Merger Agreement (Computer Horizons Corp)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a governmental authority seeking any of the foregoing be pending. There shall not have been any No action taken or by any governmental authority, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 2 contracts
Samples: Joint Venture Agreement (Sunpower Corp), Joint Venture Agreement (Sunpower Corp)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions transaction contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfoliohereby illegal.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Amazing Technologies Corp.), Stock Purchase Agreement (Amazing Technologies Corp.)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cardium Therapeutics, Inc.), Asset Purchase Agreement (Cardium Therapeutics, Inc.)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or governmental entity seeking any of the foregoing which has a reasonable likelihood of success be pending. There shall not have been be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the their consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract
Samples: Plan of Tax Free Reorganization (Civitas Bankgroup Inc)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Acquisition shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Merger shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract
Samples: Merger Agreement (Sandisk Corp)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity Governmental Entity seeking any of the foregoing which has a reasonable likelihood of success be pending. There shall not have been be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the their consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract
Samples: Plan of Tax Free Reorganization (Tpi Enterprises Inc)
No Injunctions or Restraints; Illegality. No temporary restraining ---------------------------------------- order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement purchase and sale of the Shares shall be in effect, nor shall any proceeding brought by any state, local or federal government administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementpurchase and sale of the Shares, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.
Appears in 1 contract
Samples: Stock Purchase Agreement (Renaissance Worldwide Inc)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Transactions shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There pending or threatened; and there shall not have been be any action taken taken, or any statute, rule, regulation or order (whether temporary, preliminary or permanent) enacted, entered, entered or enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement Transactions illegal or which has a material adverse effect on business operations of prevents or prohibits the Acquiring PortfolioTransactions.
Appears in 1 contract
Samples: Merger Agreement (Ticketmaster)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.
Appears in 1 contract
Samples: Stock Purchase Agreement (Wave2Wave Communications, Inc.)
No Injunctions or Restraints; Illegality. No ---------------------------------------- temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract
Samples: Yptel Agreement (Advanced Communications Group Inc/De/)
No Injunctions or Restraints; Illegality. No There exists no temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effectAgreement, nor shall any proceeding be brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal illegal. In the event an injunction or which has a material adverse effect on business operations of the Acquiring Portfolioother order shall have been issued, each party agrees to use its reasonable diligent efforts to have such injunction or other order lifted.
Appears in 1 contract
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a governmental authority seeking any of the foregoing be pending. There shall not have been any No action taken or by any governmental authority, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal. *** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.
Appears in 1 contract
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect that prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local Governmental Authority or federal government agency or entity any other Person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which that makes the consummation of the such transactions as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.
Appears in 1 contract
Samples: Asset Purchase Agreement (ONE Group Hospitality, Inc.)
No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Acquisition shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.
Appears in 1 contract