Common use of No Legal Obstruction Clause in Contracts

No Legal Obstruction. No suit, action or proceeding not disclosed in the Schedules to this Agreement by any person, entity or governmental agency shall be pending or threatened in writing, which if determined adverse to the Company, the Shareholders or TMP's interests, would have a material adverse effect upon (i) the properties, assets, condition (financial or otherwise), operating results, employee, customer or supplier relations, business activities or business prospects of the Company, (ii) TMP or its Affiliates, or (iii) the benefits to TMP or its Affiliates of the Merger. No injunction, restraining order or order of any nature shall have been issued by or be pending before any court of competent jurisdiction or any governmental agency challenging the validity or legality of the Merger or restraining or prohibiting the consummation of such transactions or compelling TMP to dispose of or discontinue or materially restrict the operations of a significant portion of the Company. Requisite Regulatory Approvals shall have been obtained, made or expired, as the case may be, and all such Requisite Regulatory Approvals shall be in full force and effect.

Appears in 2 contracts

Samples: Merger Agreement (TMP Worldwide Inc), Merger Agreement (TMP Worldwide Inc)

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No Legal Obstruction. No suit, action or proceeding not disclosed in the Schedules to this Agreement by any person, entity or governmental agency shall be pending or threatened in writing, which if determined adverse to the Company, the Shareholders or TMP's interests, would could reasonably be expected to have a material adverse effect upon (i) the properties, assets, condition (financial or otherwise), operating results, employee, customer or supplier relations, business activities or business prospects of the Company, (ii) TMP or its Affiliates, or (iii) the benefits to TMP or its Affiliates of the Merger. No injunction, restraining order or order of any nature shall have been issued by or be pending before any court of competent jurisdiction or any governmental agency challenging the validity or legality of the Merger or restraining or prohibiting the consummation of such transactions or compelling TMP to dispose of or discontinue or materially restrict the operations of a significant portion of the Company. All Requisite Regulatory Approvals (as defined in SECTION 10.10) shall have been obtainedmade, made obtained or expired, as the case may be, and all such Requisite Regulatory Approvals shall be in full force and effect.

Appears in 2 contracts

Samples: Merger Agreement (TMP Worldwide Inc), Merger Agreement (TMP Worldwide Inc)

No Legal Obstruction. No suit, action or proceeding not disclosed in the Schedules to this Agreement by any person, entity or governmental agency shall be pending or threatened in writing, which if determined adverse to the Company, the Shareholders Stockholders or TMP's interests, would have a material adverse effect upon (i) the properties, assets, condition (financial or otherwise), operating results, employee, customer or supplier relations, business activities or business prospects of the CompanyTMP, (ii) TMP the Company or its Affiliates, or (iii) the benefits to TMP the Company or its Affiliates the Stockholders of the Mergertransactions contemplated hereby. No injunction, restraining order or order of any nature shall have been issued by or be pending before any court of competent jurisdiction or any governmental agency challenging the validity or legality of the Merger transactions contemplated hereby or restraining or prohibiting the consummation of such transactions or compelling TMP to dispose of or discontinue or materially restrict the operations of a significant portion of the Company. All Requisite Regulatory Approvals shall have been obtained, made or expired, as the case may be, and all such Requisite Regulatory Approvals shall be in full force and effect.

Appears in 1 contract

Samples: Merger Agreement (TMP Worldwide Inc)

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No Legal Obstruction. No suit, action or proceeding not disclosed in the Schedules to this Agreement by any person, entity or governmental agency shall be pending or threatened in writing, which if determined adverse to the Company, the Shareholders Stockholders or TMP's interests, would have a material adverse effect upon (i) the properties, assets, condition (financial or otherwise), operating results, employee, customer or supplier relations, business activities or business prospects of the Company, (ii) TMP or its Affiliates, or (iii) the benefits to TMP or its Affiliates of the Mergertransactions contemplated hereby. No injunction, restraining order or order of any nature shall have been issued by or be pending before any court of competent jurisdiction or any governmental agency challenging the validity or legality of the Merger transactions contemplated hereby or restraining or prohibiting the consummation of such transactions or compelling TMP to dispose of or discontinue or materially restrict the operations of a significant portion of the Company. Requisite Regulatory Approvals (as defined in SECTION 10.10) shall have been obtained, made or expired, as the case may be, and all such Requisite Regulatory Approvals shall be in full force and effect.

Appears in 1 contract

Samples: Merger Agreement (TMP Worldwide Inc)

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