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: Merger Agreement (Vector Group LTD), Merger Agreement (Endo, Inc.), Merger Agreement (Abiomed 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 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: Merger Agreement (Mill Road Capital II, L.P.), Merger Agreement (Skullcandy, Inc.), Merger Agreement (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: Merger Agreement (Nano-X Imaging Ltd.), Merger Agreement, Merger Agreement (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: Merger Agreement (3PAR Inc.), Merger Agreement (Hewlett Packard Co), Merger Agreement (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: Merger Agreement, Merger Agreement (Zoom Video Communications, Inc.), Merger Agreement
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: Merger Agreement (Universal Security Instruments Inc), Merger Agreement (Sugarmade, Inc.), Merger Agreement (Helix TCS, Inc.)
No Legal Prohibition. No Governmental Authority of competent jurisdiction shall have have:
(aA) enacted, issued issued, promulgated, entered, enforced or promulgated deemed applicable to the Merger any Applicable 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 Merger; or
(bB) issued or granted any 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 has the effect of prohibiting or otherwise preventing the consummation of the Merger.
Appears in 5 contracts
Samples: Merger Agreement (Imperva Inc), Merger Agreement (Barracuda Networks Inc), Merger Agreement (Rofin Sinar Technologies 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: Merger Agreement (SciSparc Ltd.), Merger Agreement (Mer Telemanagement Solutions LTD), Merger Agreement (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: Merger Agreement (Attunity LTD), Merger Agreement (Enzymotec Ltd.), Merger Agreement (Frutarom 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 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: Merger Agreement (Tesla, Inc.), Merger Agreement (Maxwell Technologies Inc), Merger Agreement (Salesforce Com Inc)
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: Merger Agreement (U.S. Concrete, Inc.), Merger Agreement, Agreement and Plan of Merger (Ca, 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: Merger Agreement (Nuance Communications, Inc.), Merger Agreement (Transcend Services Inc), Merger Agreement (Nuance Communications, Inc.)
No Legal Prohibition. No Governmental Authority Entity of competent jurisdiction shall have (ai) enacted, issued or promulgated any, or (ii) issued or granted any Law orders or injunctions (whether temporary, preliminary or permanent), in each case 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 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 2 contracts
Samples: Merger Agreement (Belpointe REIT, Inc.), Merger Agreement (Belpointe PREP, LLC)
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: Merger Agreement (Annaly Capital Management Inc), Merger Agreement (Hatteras Financial 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 (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 prohibiting, 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 illegal, the consummation of the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Sterling Check Corp.), Merger Agreement (First Advantage Corp)
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: Merger Agreement (Lumenis LTD), Merger Agreement (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 First 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 First 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 MergerMergers.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Homeaway Inc), Agreement and Plan of Reorganization (Expedia, 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: Merger Agreement (Aratana Therapeutics, Inc.), Merger Agreement (Elanco Animal Health Inc)
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: Merger Agreement (Newfield Exploration Co /De/), Merger Agreement (Encana 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 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: Merger Agreement (Receptos, Inc.), Merger Agreement (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 First 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 that is in effect as of immediately prior to the First 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 MergerMergers.
Appears in 1 contract
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
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 First Table of Contents 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 that is in effect as of immediately prior to the First 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 MergerMergers.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Pharmacyclics 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
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
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
Samples: Merger Agreement (Icosavax, Inc.)
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 First Effective Time and has or the effect of making the Merger illegal or which has the effect of prohibiting or otherwise preventing the consummation of the Merger Second Effective Time, as applicable 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 First Effective Time and has or the effect of making the Merger illegal or Second Effective Time, as applicable, in each case which has the effect of prohibiting restraining, enjoining or otherwise preventing prohibiting the consummation of the MergerMergers.
Appears in 1 contract
