Common use of No Legal Proceeding Affecting Closing Clause in Contracts

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any of the Purchased Assets; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller with the Purchaser's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser or any of the Purchaser's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets or property of the Seller; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser or Newco to acquire or hold or to exercise full rights of ownership of any of consummate the Purchased AssetsMerger; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the PurchaserPurchaser and Newco's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser Purchaser, Newco or any of the PurchaserPurchaser or Newco's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Newco or Purchaser of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any of the Purchased Assets; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller with the Purchaser's or Parent's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser or Parent, or any of the Purchaser's their directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets or property of the Seller; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any shares or of any securities of the Purchased AssetsCompany or any of the Company's subsidiaries; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the PurchaserPurchaser and Newco's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser Purchaser, Newco or any of the PurchaserPurchaser or Newco's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Newco or Purchaser of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser or Newco to acquire or hold or to exercise full rights of ownership of any of consummate the Purchased AssetsMerger; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the PurchaserPurchaser or Newco's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser Purchaser, Newco or any of the PurchaserPurchaser or Newco's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser or Newco of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any shares or of any securities of the Purchased AssetsCompany or any of the Company's subsidiaries; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the Purchaser's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser or any of the Purchaser's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any of the Purchased AssetsShares or of any securities of the Company or any of the Company's Subsidiaries; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the Purchaser's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser or any of the Purchaser's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser or Newco to acquire or hold or to exercise full rights of ownership of any of consummate the Purchased AssetsMerger; (ii) imposing or seeking to impose limitations on the ability of the Purchaser or Newco's to combine and operate the business, operations and assets of the Seller Company or any of the Company's Subsidiaries with the PurchaserPurchaser or Newco's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement on the Purchaser Purchaser, Newco or any of the Purchaser's or Newco's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser or Newco of all or any material portion of the business, assets or property of the SellerCompany or any of its Subsidiaries; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreement.

No Legal Proceeding Affecting Closing. There shall not have been instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any of the Purchased Assets; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of Business or the Seller Purchased Assets with the Purchaser's ’s business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement Transactions on the Purchaser or any of the Purchaser's ’s directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets Business or property of the SellerPurchased Assets; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreementthe Transactions.

No Legal Proceeding Affecting Closing. There shall not have been ------------------------------------- instituted and there shall not be pending or threatened any Legal Proceeding, and no Order shall have been entered (i) imposing or seeking to impose limitations on the ability of the Purchaser to acquire or hold or to exercise full rights of ownership of any of the Purchased Assets; (ii) imposing or seeking to impose limitations on the ability of the Purchaser to combine and operate the business, operations and assets of Business or the Seller Purchased Assets with the Purchaser's business, operations and assets; (iii) imposing or seeking to impose other sanctions, damages or liabilities arising out of the transactions contemplated by this Agreement Transactions on the Purchaser or any of the Purchaser's directors, officers or employees; (iv) requiring or seeking to require divestiture by the Purchaser of all or any material portion of the business, assets Business or property of the SellerPurchased Assets; or (v) restraining, enjoining or prohibiting or seeking to restrain, enjoin or prohibit the consummation of transactions contemplated by this Agreementthe Transactions.