Common use of No Legal Obstruction Clause in Contracts

No Legal Obstruction. On the Closing Date (i) there shall be no injunction, restraining order or order of any nature issued by any court of competent jurisdiction or Government Agency which directs that the transactions contemplated by this Agreement and the Ancillary Documents shall not be consummated as herein provided or compels or would result in a material adverse change in the business, assets, results of operations, financial condition or prospects of the Company; (ii) there shall be no suit, action or other proceeding by any Governmental Agency or non-governmental, self-regulatory organization, pending or threatened (pursuant to a written notification), wherein such complaint seeks the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or asserts the illegality of any material transaction contemplated by this Agreement and the Ancillary Documents; (iii) no law shall be enacted, promulgated or deemed applicable to the transactions contemplated by this Agreement and the Ancillary Documents, by any Governmental Agency which would render consummation of such transactions illegal; and (iv) there shall be no suit, action or other proceeding by a private party pending before any court or Governmental Agency or non-governmental, self-regulatory organization, or threatened (pursuant to a written notification), which is likely to result in the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or the obtaining of an amount in payment of material damages from, or other material relief against, the Purchaser or against any of its directors or officers, in connection with the consummation of the transactions contemplated by this Agreement and the Ancillary Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (America Service Group Inc /De)

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No Legal Obstruction. On the Closing Date (i) there shall be no injunction, restraining order or order of any nature issued by any court of competent jurisdiction or Government Agency which directs that the transactions contemplated by this Agreement and the Ancillary Documents shall not be consummated as herein provided or compels or would result in a material adverse change in the business, assets, results of operations, financial condition or prospects of the Companyprovided; (ii) there shall be no suit, action or other proceeding by any Governmental Agency or non-governmental, self-regulatory organization, pending or threatened (pursuant to a written notification), wherein such complaint seeks the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or asserts the illegality of any material transaction contemplated by this Agreement and the Ancillary Documents; (iii) no law Law shall be enacted, promulgated or deemed applicable to the transactions contemplated by this Agreement and the Ancillary Documents, by any Governmental Agency which would render consummation of such transactions illegal; and (iv) there shall be no suit, action or other proceeding by a private party pending before any court or Governmental Agency or non-governmental, self-regulatory organization, or threatened (pursuant to a written notification), which is likely to result in the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or the obtaining of an amount in payment of material damages from, or other material relief against, the Purchaser Seller or against any of its directors or officers, in connection with the consummation of the transactions contemplated by this Agreement and the Ancillary Documents.

Appears in 1 contract

Samples: Asset Purchase Agreement (America Service Group Inc /De)

No Legal Obstruction. On the Closing Date (i) there shall be no injunction, restraining order or order of any nature issued by any court of competent jurisdiction or Government Agency which directs that the transactions contemplated by this Agreement and the Ancillary Documents shall not be consummated as herein provided or compels or would result in a material adverse change in the business, assets, results of operations, financial condition conditions or prospects of Seller with respect to the CompanyBusiness; (ii) there shall be no suit, action or other proceeding by any Governmental Agency or non-governmental, self-regulatory organization, pending or threatened (pursuant to a written notification), wherein such complaint seeks the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or asserts the illegality of any material transaction contemplated by this Agreement and the Ancillary Documents; (iii) no law Law shall be enacted, promulgated or deemed applicable to the transactions contemplated by this Agreement and the Ancillary Documents, by any Governmental Agency which would render consummation of such transactions illegal; and (iv) there shall be no suit, action or other proceeding by a private party pending before any court or Governmental Agency or non-governmental, self-regulatory organization, or threatened (pursuant to a written notification), which is likely to result in the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or the obtaining of an amount in payment of material damages from, or other material relief against, the Purchaser or against any of its directors or officers, in connection with the consummation of the transactions contemplated by this Agreement and the Ancillary Documents.damages

Appears in 1 contract

Samples: Asset Purchase Agreement (America Service Group Inc /De)

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No Legal Obstruction. On the Closing Date (i) there shall be no injunction, restraining order or order of any nature issued by any court of competent jurisdiction or Government Agency which directs that the transactions contemplated by this Agreement and the Ancillary Documents shall not be consummated as herein provided or compels or would result in a material adverse change in the business, assets, results of operations, financial condition or prospects of the Companyprovided; (ii) there shall be no suit, action or other proceeding by any Governmental Agency or non-governmental, self-regulatory organization, pending or threatened (pursuant to a written notification), wherein such complaint seeks the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or asserts the illegality of any material transaction contemplated by this Agreement and the Ancillary Documents; (iii) no law shall be enacted, promulgated or deemed applicable to the transactions contemplated by this Agreement and the Ancillary Documents, by any Governmental Agency which would render consummation of such transactions illegal; and (iv) there shall be no suit, action or other proceeding by a private party pending before any court or Governmental Agency or non-governmental, self-regulatory organization, or threatened (pursuant to a written notification), which is likely to result in the restraint or prohibition of the consummation of the transactions contemplated by this Agreement and the Ancillary Documents or the obtaining of an amount in payment of material damages from, or other material relief against, against the Purchaser or the Company or against any of its their respective directors or officers, in connection with the consummation of the transactions contemplated by this Agreement and the Ancillary Documents.

Appears in 1 contract

Samples: Stock Purchase Agreement (America Service Group Inc /De)

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