Common use of No Proceeding or Litigation Clause in Contracts

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 10 contracts

Samples: Asset Purchase Agreement (Popmail Com Inc), Asset Acquisition Agreement (Phoenix Technologies LTD), Asset Purchase Agreement (Ess Technology Inc)

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No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entitygovernmental entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity governmental entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity governmental entity shall have been commenced and be pending against any InfoPak, of the parties, or any of their its respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 2 contracts

Samples: Partnership Agreement (Dimensional Visions Inc/ De), Distribution Agreement (Dimensional Visions Group LTD)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entitygovernmental entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity governmental entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity governmental entity shall have been commenced and be pending against any of the partiesDataNet, or any of their respective its Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 2 contracts

Samples: Distribution Agreement (Dimensional Visions Group LTD), Partnership Agreement (Dimensional Visions Inc/ De)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, Entity nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets right to service the Accounts or asserting that the sale of the Assets right to service the Accounts or Seller's rights under the Independent Contractor Representative Agreements would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (First Montauk Financial Corp)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, Entity nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets right to service the Accounts or asserting that the sale of the Assets right to service the Accounts or Seller's rights under the Representative Agreements would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paulson Capital Corp)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Wj Communications Inc)

No Proceeding or Litigation. (a) 8.5.3.1. No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) 8.5.3.2. No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the partiesparties hereto, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the transactions contemplated by this Agreement, including, without limitation, the sale of the Purchased Assets or asserting that the sale of the Purchased Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (WPT Enterprises Inc)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Purchased Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Digital Lightwave Inc)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. **** Confidential Treatment Requested. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ess Technology Inc)

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No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. . (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased RODDOC Assets and Business or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hpil Holding)

No Proceeding or Litigation. (ai) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (bii) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending or have been threatened against any of the partiesSeller, Parent or Buyer, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Transferred Assets or asserting that the sale of the Transferred Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Advanced Energy Industries Inc)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the partiesSeller or Buyer, or any of their respective Affiliatesaffiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Assets or asserting that the sale of the Purchased Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Novistar Inc)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased Acquired Assets or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Elektryon)

No Proceeding or Litigation. (a) No preliminary or permanent injunction or other order shall have been issued by any Governmental Entity, nor shall any statute, rule, regulation or executive order be promulgated or enacted by any Governmental Entity which prevents the consummation of the transactions contemplated by this Agreement. . (b) No suit, action, claim, proceeding or investigation before any Governmental Entity shall have been commenced and be pending against any of the parties, or any of their respective Affiliates, associates, officers or directors, seeking to prevent the sale of the Purchased MFWF Assets and Business or asserting that the sale of the Assets would be illegal or create liability for damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hpil Holding)

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