No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 11 contracts
Samples: Merger Agreement (Aftermarket Enterprises, Inc.), Merger Agreement (Cardiff International Inc), Merger Agreement (Autoline Group Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 11 contracts
Samples: Merger Agreement (Aftermarket Enterprises, Inc.), Merger Agreement (Source Energy Corp /Ut/), Merger Agreement (Cardiff International Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's ’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 8 contracts
Samples: Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Gulf & Orient Steamship Company, Ltd.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 7 contracts
Samples: Stock Purchase Agreement (Settex PLC), Stock Purchase Agreement (Microsmart Devices, Inc.), Installment Purchase Agreement (Syntony Group Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 7 contracts
Samples: Merger Agreement (Gulf & Orient Steamship Company, Ltd.), Merger Agreement (Mondial Ventures, Inc.), Merger Agreement (Westcott Products Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Issuer’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Securities Exchange Agreement (Feng Fei), Securities Exchange Agreement (Apex Capital Group Inc), Securities Exchange Agreement (Feng Shushun)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Installment Purchase Agreement (Syntony Group Inc), Stock Purchase Agreement (Syntony Group Inc), Installment Purchase Agreement (Price David)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyIssuer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Securities Exchange Agreement (So Yeung), Securities Exchange Agreement (Zhang Zhiqiang), Securities Exchange Agreement (Feng Shushun)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's ’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Network Dealer Services Holding Corp.), Merger Agreement (Northern Oil & Gas, Inc.), Merger Agreement (Kentex Petroleum Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Tia IV, Inc), Securities Purchase Agreement (Tia III, Inc), Securities Purchase Agreement (Tia IV, Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby Transactions or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations the Acquired Assets or prevent or delay the consummation of the transactions contemplated by this AgreementTransactions.
Appears in 3 contracts
Samples: Intellectual Property Purchase Agreement (NextPlay Technologies Inc.), Intellectual Property Purchase Agreement (NextPlay Technologies Inc.), Intellectual Property Purchase Agreement (Monaker Group, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Digitiliti Inc), Merger Agreement (Kentex Petroleum Inc), Merger Agreement (Northern Oil & Gas, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentDiscovery's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Pu Chong Liang), Securities Purchase Agreement (Discovery Investments Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Clarion Technologies Inc/De/), Stock Purchase Agreement (Clarion Technologies Inc/De/)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyDiscovery, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Discovery Investments Inc), Securities Purchase Agreement (Pu Chong Liang)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyPurchasers, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Settex PLC), Stock Purchase Agreement (Microsmart Devices, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, aggregate otherwise have a Material Adverse Effect material adverse effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation conduct of the transactions contemplated by this Agreementbusiness of the Parent.
Appears in 2 contracts
Samples: Merger Agreement (Modern Controls Inc), Merger Agreement (Eltrax Systems Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyMill Basin, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Securities Exchange Agreement (Mill Basin Technologies, Ltd.), Securities Exchange Agreement (Mill Basin Technologies, Ltd.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyUNIPRO, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (China Honour Investment LTD)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment judgement of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Entreport Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Hirsch Capital CORP)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity Person will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations Parent or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Merger Agreement (IMMS, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 1 contract
Samples: Merger Agreement (Entreport Corp)
No Proceeding or Litigation. No suit, suit action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, would in the reasonable judgment of the CompanySellers, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Private Securities Purchase Agreement (East Coast Diversified Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyTarget, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Target's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyUNIPRO, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (Unipro Financial Services Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentIssuer's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (Power of the Dream Ventures Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on the Parent's ’s or Purchaser’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Global Epoint Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Hirsch Capital CORP)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 1 contract
Samples: Stock Purchase Agreement (Clarion Technologies Inc/De/)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyIssuer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (Power of the Dream Ventures Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity Person will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations the Company or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Merger Agreement (IMMS, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyWYOI, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Wyoming Oil & Minerals Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions transaction contemplated hereby or which, if successfully asserted, would, in the a reasonable judgment of the CompanyPurchaser, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyDrilling, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity entity' will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.,
Appears in 1 contract
Samples: Private Securities Purchase Agreement (East Coast Diversified Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySooner Holdings, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Securities Exchange Agreement (Sooner Holdings Inc /Ok/)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Microsmart Devices, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Microsmart Devices, Inc.)
