Common use of No Material Applicable Laws or Proceedings Clause in Contracts

No Material Applicable Laws or Proceedings. (i) No Applicable Law shall have been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction shall have been issued and no proceeding for that purpose shall have been commenced or, to the Company’s knowledge, after reasonable inquiry, be pending or contemplated as of the Closing Date and (iii) there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company or any of the Subsidiaries, after reasonable inquiry, threatened by Governmental Authorities or by others (collectively, “Proceedings”) that, with respect to clauses (i), (ii) and (iii) of this paragraph, (A) would restrain, enjoin, prevent or materially interfere with the consummation of the Offering or any of the Transactions or (B) could, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase Agreement (KCG Holdings, Inc.)

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No Material Applicable Laws or Proceedings. (i) No Applicable Law shall have has been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction shall have has been issued and no proceeding for that purpose shall have has been commenced or, to the Company’s knowledge, after reasonable due inquiry, be pending or contemplated as of the applicable Closing Date and (iii) there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company or any of the Subsidiaries, after reasonable due inquiry, threatened or contemplated by Governmental Authorities governmental authorities or threatened by others (collectively, “Proceedings”) that, with respect to clauses (i), (ii) and (iii) of this paragraph, paragraph (A) would restrain, enjoin, prevent or materially interfere with the consummation of the Offering or any offering of the Transactions Securities or (B) couldcould reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Eagle Bulk Shipping Inc.)

No Material Applicable Laws or Proceedings. (i) No Applicable Law shall have been enacted, adopted or issued shall have been passed or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities Shares in any jurisdiction shall have been issued and no proceeding for that purpose shall have been commenced or, to the Company’s knowledge, after reasonable inquiry, be pending or contemplated as of the Closing Date and (iii) there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company or any of the Subsidiaries, after reasonable inquiryCompany, threatened or contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”) that, with respect to each of clauses (i), (ii) and (iii) of this paragraph, paragraph (A) would restrain, enjoin, prevent or materially interfere with the consummation of the Offering or any of the Transactions offering contemplated by this Agreement or (B) couldwould, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (HC2 Holdings, Inc.)

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No Material Applicable Laws or Proceedings. (i) No Applicable Law shall have has been enacted, adopted or issued, (ii) no stop order suspending the qualification or exemption from qualification of any of the Securities in any jurisdiction shall have has been issued and no proceeding for that purpose shall have been commenced or, to the Company’s knowledge, after reasonable inquiry, knowledge be pending or contemplated as of the applicable Closing Date and (iii) there is no action, claim, suit, demand, hearing, notice of violation or deficiency, or proceeding pending or, to the knowledge of the Company threatened or any of the Subsidiaries, after reasonable inquiry, threatened contemplated by Governmental Authorities or threatened by others (collectively, “Proceedings”) that, with respect to clauses (i), (ii) and (iii) of this paragraph, paragraph (A) would restrain, enjoin, prevent or materially interfere with the consummation of the Offering or any of the Transactions or (B) couldcould reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase Agreement (inContact, Inc.)

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