No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (a) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Vector Group LTD), Agreement and Plan of Merger (Endo, Inc.), Agreement and Plan of Merger (Johnson & Johnson)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the MergerMerger (collectively, a “Restraint”).
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Skullcandy, Inc.), Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Mill Road Capital II, L.P.)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any Order that has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Nano-X Imaging Ltd.), Agreement and Plan of Merger, Agreement and Plan of Merger (Meridian Bioscience Inc)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the consummation of the Offer or the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Offer or the Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the consummation of the Offer or the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (3PAR Inc.), Agreement and Plan of Merger (Hewlett Packard Co), Agreement and Plan of Merger (Hewlett Packard Co)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (bii) issued or granted any Order order or injunction (whether temporary, preliminary or permanent) that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or Time, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing prohibiting the consummation of the Merger.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Zoom Video Communications, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (a) enacted, issued issued, granted or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Universal Security Instruments Inc), Agreement (Sugarmade, Inc.), Agreement and Plan of Merger (Helix TCS, Inc.)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any order that has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (SciSparc Ltd.), Agreement and Plan of Merger (Mer Telemanagement Solutions LTD), Agreement and Plan of Merger (Anchiano Therapeutics Ltd.)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any Order (whether temporary, preliminary or permanent) that is in effect and that has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing or enjoining the consummation of the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Attunity LTD), Agreement and Plan of Merger (Frutarom LTD), Agreement and Plan of Merger (Enzymotec Ltd.)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or (ii) issued or granted any order or injunction (whether temporary, preliminary or permanent) that is in effect, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (U.S. Concrete, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Ca, Inc.)
No Legal Prohibition. No Governmental Authority court of competent jurisdiction or other Governmental Authority shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (3com Corp), Agreement and Plan of Merger (Hewlett Packard Co), Agreement and Plan of Merger (3com Corp)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (bii) issued or granted any Order orders or injunctions (whether temporary, preliminary or permanent) that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or Time, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing prohibiting the consummation of the Merger.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Tesla, Inc.), Agreement and Plan of Merger (Maxwell Technologies Inc), Tender and Support Agreement (Salesforce Com Inc)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued issued, promulgated, entered, enforced or promulgated deemed applicable to the Merger any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which that has the effect of prohibiting or otherwise preventing the consummation of the Merger or (bii) issued or granted granted, any judgment, decree, injunction or other Order (whether temporary, preliminary or permanent) that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which that has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Transcend Services Inc), Agreement and Plan of Merger (Nuance Communications, Inc.)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of restricting, prohibiting or otherwise preventing the consummation of the Merger Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of restricting, prohibiting or otherwise preventing the consummation of the MergerMerger (collectively, a “Restraint”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Receptos, Inc.), Agreement and Plan of Merger (Celgene Corp /De/)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (bii) issued or granted any Order Orders (whether temporary, preliminary or permanent) that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or Time, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing prohibiting the consummation of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Newfield Exploration Co /De/), Agreement and Plan of Merger (Encana Corp)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (a) announced, enacted, issued, promulgated, entered, enforced or deemed applicable to the Merger any applicable Law, or issued or promulgated granted any Order (whether temporary, preliminary or permanent) (any such Law or Order, a “Legal Restraint”), that is in effect as of immediately prior to the Effective Time and that has the effect of making the consummation of the Merger illegal or which has the effect of prohibiting prohibiting, enjoining, preventing or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing restraining the consummation of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chembio Diagnostics, Inc.), Agreement and Plan of Merger (TherapeuticsMD, Inc.)
No Legal Prohibition. No Law or Order of any Governmental Authority of competent jurisdiction shall have (a) enacted, issued or promulgated any Law that is be in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting that restrains, prohibits or otherwise preventing makes illegal the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Mergercollectively, a “Restraint”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aratana Therapeutics, Inc.), Agreement and Plan of Merger (Elanco Animal Health Inc)
No Legal Prohibition. No Governmental Authority of having competent jurisdiction over any party, shall have (a) enacted, issued, promulgated, entered, enforced or deemed applicable to the Merger any applicable Law, or issued or promulgated granted any Order (whether temporary, preliminary or permanent) (any such Law or Order, a “Legal Restraint”), that is in effect as of immediately prior to the Effective Time and that has the effect of making the Merger illegal or which has the effect of prohibiting prohibiting, enjoining, preventing or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing restraining the consummation of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ani Pharmaceuticals Inc), Agreement and Plan of Merger (Alimera Sciences Inc)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have have, at any time prior to the Effective Time, (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any Order that has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lumenis LTD), Agreement and Plan of Merger (Lumenis LTD)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Time, or (bii) issued or granted any Order orders or injunctions (whether temporary, preliminary or permanent) that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or Time, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing prohibiting the consummation of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Annaly Capital Management Inc), Agreement and Plan of Merger (Hatteras Financial Corp)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Offer or the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Offer or the Merger or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Offer or the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of Offer or the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Momenta Pharmaceuticals Inc)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any Order that has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger nor shall any action have been taken by any such Governmental Authority seeking or threatening any of the foregoing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Elbit Vision Systems LTD)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 1 contract
No Legal Prohibition. No Governmental Authority of competent and applicable jurisdiction shall have (a) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or imposing a Burdensome Condition or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the MergerMerger or imposing a Burdensome Condition.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Shockwave Medical, Inc.)
No Legal Prohibition. No Governmental Authority of competent and applicable jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which that has the effect of prohibiting or otherwise preventing the consummation of the Merger Merger, or (bii) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which that has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 1 contract
No Legal Prohibition. No Governmental Authority Body of competent jurisdiction shall have (ai) enacted, issued or promulgated any Law that is in effect as of immediately prior to the Effective Time and which has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger, or (ii) issued or granted any Order that is in effect as of immediately prior to the Effective Time which has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger or (b) issued or granted any Order that is in effect as of immediately prior to the Effective Time and has the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Mergercollectively, a “Restraint”).
Appears in 1 contract
