Common use of No Order Clause in Contracts

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger transactions contemplated hereby illegal or otherwise prohibiting the consummation of the Mergertransactions contemplated hereby.

No Order. No Governmental Entity shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Acquisition illegal or otherwise prohibiting consummation of the MergerAcquisition.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order which (whether temporary, preliminary or permanenti) which is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting consummation of the Mergerillegal.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger transactions contemplated by this Agreement illegal or otherwise prohibiting consummation of such transactions, substantially on the Mergerterms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Transactions illegal or otherwise prohibiting consummation of the MergerTransactions, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the First Step Merger illegal or otherwise prohibiting consummation of the First Step Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, judgment, injunction or other order (whether temporary, preliminary or permanent) ), in any case which is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger, nor shall any proceeding brought by a Governmental Entity, domestic or foreign, seeking any of the foregoing be threatened or pending.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.;

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statuteinjunction, rule, regulation, executive order, decree, injunction decree or other order ruling (whether temporary, preliminary or permanent) which is then in effect and which has the effect of making consummation of the Merger illegal or otherwise preventing or prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, judgment, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal preventing, enjoining, restraining, prohibiting or otherwise prohibiting consummation of making this Agreement, the MergerRelated Agreements or the transactions contemplated hereby and thereby illegal.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, Law or executive order, decree, injunction order or other order award (whether temporary, preliminary or permanent) which (an "Order") that is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Merger, this Agreement, any of the Related Agreements or any of the transactions contemplated hereby or thereby illegal or otherwise prohibiting or preventing the consummation of the Merger, this Agreement, any of the Related Agreements or any of the transactions contemplated hereby or thereby.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the MergerMergers.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the MergerMergers.

No Order. No Governmental Entity shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Law (whether temporary, preliminary or permanent) which is then in effect and which has the effect of making the Merger illegal preventing or otherwise prohibiting consummation of the Merger.Merger or the effective operation of the business of the Company and the Subsidiaries after the Effective Time;

No Order. No Governmental Entity shall of competent jurisdiction will have enacted, issued, promulgated, enforced enforced, or entered any statute, rule, regulation, executive order, decree, injunction injunction, or other order (whether temporary, preliminary preliminary, or permanent) which that (i) is in effect effect, and which (ii) has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger. All material foreign antitrust approvals required to be obtained prior to the Effective Time in connection with the Merger shall have been obtained.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or illegal, otherwise prohibiting consummation of the Merger or having a material adverse effect on the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger or any other transaction contemplated hereby or in the Ancillary Agreements illegal or otherwise prohibiting taken any action to prohibit consummation of the MergerMerger or any such transaction.

No Order. No Governmental Entity (as defined herein) shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationLaw, executive order, decree, injunction order or other order award (whether temporary, preliminary or permanent) which (an "Order") that is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Business Combination illegal or otherwise prohibiting consummation of the MergerBusiness Combination, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Acquisition illegal or otherwise prohibiting consummation of the MergerAcquisition, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the MergerMergers or the issuance of the Merger Shares to the Pathlore Stockholders.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Legal Requirement or other order (whether temporary, preliminary or permanent) Order which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationLaw, executive order, decree, injunction order or other order award (whether temporary, preliminary or permanent) which (an "Order") that is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger; provided, however, that each of the parties to this Agreement shall use its reasonable best efforts to cause any such Order to be vacated or lifted.

No Order. No Governmental Entity shall have enacted, -------- issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, judgment, injunction or arbitration award or finding or other order (whether temporary, preliminary or permanent) ), in any case which is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the MergerMerger or any other transactions contemplated in this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decreeLaw, injunction or other order (whether temporary, preliminary or permanent), judgment, decree, executive order or award (an “Order”) which is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger; and no such Governmental Entity shall have initiated or threatened to initiate any proceeding seeking any of the foregoing.

No Order. No Governmental Entity shall will have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger or the Contribution illegal or otherwise prohibiting consummation of the MergerMerger or the Contribution.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order which (whether temporary, preliminary or permanenti) which is in effect and which (ii) has the effect of prohibiting the Merger or making the Merger illegal or otherwise prohibiting consummation of the Mergerillegal.

No Order. No Governmental Entity or federal or state court of -------- competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall -------- have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger 1 illegal or otherwise prohibiting consummation of the MergerMerger 1.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, judgment, decree, injunction or other order which (whether temporary, preliminary or permanenti) which is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting prohibiting, restraining or preventing consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any Law, statute, rule, regulation, executive order, decree, judgment, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order Order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which that has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationLaw, executive order, decree, injunction order or other order award (whether temporary, preliminary or permanent) which (an “Order”) that is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction judgment, injunction, arbitration award, finding or other order (whether temporary, preliminary or permanent) which ), in any case that is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the MergerMerger (a “Restraint”).

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger. Any notification, waiting period, or approval requirements of anti-competition laws of applicable jurisdictions that apply to the Merger shall have been satisfied or waived.

No Order. No Governmental Entity shall have obtained, enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction judgment, injunction, arbitration award, finding or other order (whether temporary, preliminary or permanent) which ), in any case that is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the MergerMerger (a "Restraint").

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order Order (whether temporary, preliminary or permanent) which that is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger; provided, however, that each of the parties to this Agreement shall use its reasonable best efforts to cause any such Order to be vacated or lifted.

No Order. No Governmental Entity shall of competent jurisdiction will have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the MergerMergers.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, judgment, injunction or other order (whether temporary, preliminary or permanent) ), in any case which is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the MergerMerger (collectively, “Legal Restraints”).

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, injunction, stipulation, decree, injunction order or other order award (whether temporary, preliminary or permanent) which is then in effect and which has the effect of restraining, enjoining or otherwise making the Merger illegal or otherwise prohibiting or preventing consummation of the MergerMerger or the other Transactions.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Acquisition illegal or otherwise prohibiting consummation the Closing of the MergerAcquisition, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity Body shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Acquisition illegal or otherwise prohibiting consummation of the MergerAcquisition.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity shall have obtained, enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction judgment, injunction, arbitration award, finding or other order (whether temporary, preliminary or permanent) which ), in any case that is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the MergerMerger (each, a "Restraint").

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Table of Contents (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making any of the Merger Mergers illegal or otherwise prohibiting consummation of any of the MergerMergers, on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is then in effect and which has the effect of making the Merger illegal or otherwise restricting, preventing or prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction judgment, injunction, arbitration award, finding or other order (whether temporary, preliminary or permanent) which ), in any case that is in effect and which has the effect of making the Merger illegal prevents or otherwise prohibiting prohibits consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, ---------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise legally prohibiting the consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the First Merger illegal or otherwise prohibiting or preventing consummation of the First Merger.

No Order. No Governmental Entity order, administrative agency or commission or other governmental authority or instrumentality shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which that is in effect and which has that ha the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Offer or the Merger illegal or otherwise prohibiting consummation of the Offer or the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, decree, injunction executive order or other order award (whether temporary, preliminary or permanentan "Order") which is then in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Mergers illegal or otherwise prohibiting or preventing consummation of the MergerMergers.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, Law or executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which permanent (an "Order"), that is then in effect and which has has, or would reasonably be expected to have, the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.. -70- C:\WINDOWS\temp\Merger Agreement.doc (265888)

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger. Any other foreign antitrust approvals required to be obtained prior to the consummation of the Merger shall have been obtained.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger. All material foreign antitrust approvals required to be obtained prior to the Merger in connection with the transactions contemplated hereby shall have been obtained.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced enforced, entered or entered commenced any statuteLaw, rule, regulation, executive order, decree, injunction Order or other order Action (whether temporary, preliminary or permanent) which is in effect and which has having the effect of making prohibiting, restraining or delaying the Merger illegal or otherwise prohibiting consummation of the Closing or the Merger, and no Governmental Entity shall have indicated in writing its intention to imminently take any such Action.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order which (whether temporary, preliminary or permanenti) which is in effect and which (ii) has the effect of preventing or making the Merger illegal or otherwise prohibiting consummation of the Mergerillegal.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced issued or entered promulgated any statute, rule, regulation, executive order, decree, injunction Law or other order issued or granted any Order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statuteLegal Requirement, rule, regulation, executive order, decree, injunction Order or other order legal restraint (whether temporary, preliminary or permanent) which is remains in effect and which has the effect of making the consummation of the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Acquisition illegal or otherwise prohibiting or restraining the consummation of the MergerAcquisition on substantially the terms contemplated by the Agreement.

No Order. No Governmental Entity Body shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the MergerMergers.

No Order. No Governmental Entity shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which that is in effect and which that has the effect of making the Merger Acquisition illegal or otherwise prohibiting consummation of the MergerAcquisition.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statuteLaw, rule, regulation, executive orderjudgment, decree, injunction injunction, executive order or other order award (whether temporary, preliminary or permanentan "Order") which that is then in effect or 41 pending and which has has, or would have, the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which that is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger, or seeking to impose a Burdensome Condition.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Law (whether temporary, preliminary or permanent) which is then in effect and which has the effect of making the Merger illegal preventing or otherwise prohibiting consummation of the Merger.Merger or the effective operation of the business of the Company and the Subsidiaries after the Effective Time; (c)

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the First Merger illegal or otherwise prohibiting consummation of the MergerFirst Merger or the issuance of the Merger Shares to the Fiberxon Stockholders.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger Mergers illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, Law or executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which permanent (an “Order”), that is then in effect and which has has, or would reasonably be expected to have, the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.. -61-

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and which (ii) has the effect of making the Merger illegal or otherwise prohibiting or preventing consummation of the Merger.. Table of Contents

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, ruleRule , regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity order, administrative agency or commission or other governmental authority or instrumentality shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which that is in effect and which that has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, interpretation, or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger. Any notification, waiting period, or approval requirements of anti-competition laws of applicable foreign jurisdictions as reasonably determined by the parties to apply shall have been satisfied.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, decree, injunction injunction, executive order or other order (award, whether temporary, preliminary or permanent) which permanent (an 63 "ORDER"), that is then in effect and which has has, or would reasonably be expected to have, the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall will have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting the consummation of the Merger.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger or any of the transactions contemplated by this Agreement illegal or otherwise prohibiting consummation of the MergerMerger or any of the transactions contemplated by this Agreement, substantially on the terms contemplated by this Agreement.

No Order. No Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the Merger illegal or otherwise prohibiting or preventing the consummation of the Merger.