Common use of No Legal Impediments to Closing Clause in Contracts

No Legal Impediments to Closing. There shall not be in effect any Order issued by any Governmental Authority preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise affecting the right or ability of Purchaser Sub to own, operate or control the Business, the Purchased Assets or the Assumed Liabilities, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any Legal Requirement prohibiting Seller from selling or Purchaser Sub from owning, operating or controlling the Business, the Purchased Assets or the Assumed Liabilities or that makes this Agreement or the consummation of the Transaction illegal.

Appears in 1 contract

Samples: Asset Purchase Agreement (Micrus Endovascular Corp)

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No Legal Impediments to Closing. There shall not be in effect any Order issued by any Governmental Authority preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise affecting the right or ability of Purchaser Sub or Target Company to own, operate or control the Business, the Purchased Assets or the Assumed Liabilitiesbusiness and operations of Target Company and its properties, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any Legal Requirement prohibiting Seller Shareholders from selling or Purchaser Sub from owning, operating or controlling the BusinessShares or Target Company, the Purchased Assets or the Assumed Liabilities or that makes this Agreement or the consummation of the Transaction illegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Surge Global Energy, Inc.)

No Legal Impediments to Closing. There shall not be in effect any Order issued by any Governmental Authority preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise affecting the right or ability of Purchaser Sub Purchasers to own, operate or control the Business, Business or the Purchased Assets or the Assumed LiabilitiesAssets, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any Legal Requirement prohibiting Seller Sellers, Company or Holdco from selling or Purchaser Sub Purchasers from owning, operating or controlling the Business, Business or the Purchased Assets or the Assumed Liabilities or that makes this Agreement or the consummation of the Transaction illegal.

Appears in 1 contract

Samples: Asset Purchase Agreement (Clean Energy Fuels Corp.)

No Legal Impediments to Closing. There shall not be in effect any Order issued by any Governmental or Regulatory Authority preventing the consummation of the Transactiontransactions contemplated by this Agreement, seeking any Damages as a result of the Transactiontransactions contemplated by this Agreement, or otherwise affecting the right or ability of Purchaser Sub to own, operate or control the Business, the Purchased Assets or the Assumed Liabilities, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any Legal Requirement Law prohibiting Seller Sellers from selling or Purchaser Sub from owning, operating or controlling the Business, the Purchased Assets or the Assumed Liabilities Business or that makes this Agreement or the consummation of the Transaction transactions contemplated by this Agreement illegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Gibraltar Industries, Inc.)

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No Legal Impediments to Closing. There shall not be in effect any Order issued by any Governmental Authority preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise affecting the right or ability of Purchaser Sub to own, operate or control the Business, the Purchased Assets or the Assumed Liabilities, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any Legal Requirement prohibiting Seller from selling or Purchaser Sub from owning, operating or controlling the Business, the Purchased Assets or the Assumed Liabilities or that makes this Agreement or the consummation of the Transaction illegal.

Appears in 1 contract

Samples: Asset Purchase Agreement (McGrath Rentcorp)

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