Common use of No Proceeding or Litigation Clause in Contracts

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either the Company or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.

No Proceeding or Litigation. No Action shall have been --------------------------- commenced or threatened by or before any Governmental Authority against either the Company or the Purchaser, Purchaser seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which is likely to do, or would reasonably be expected to, render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either the Company or the Purchaser, Investor seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii6.01(c) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.

No Proceeding or Litigation. No Action shall have been --------------------------- commenced or threatened by or before any Governmental Authority against either the Company or the Purchaser, Purchaser seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which is likely to do, or would reasonably be expected to, render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.and

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either the Company Company, the Stockholders or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Stockholders is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii6.02(b) shall not apply if any of the Company or any Seller or Founder the Stockholders has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action action shall have been commenced by or before any Governmental Authority against either the Company or the PurchaserInvestor, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactionstransactions or which could have a Material Adverse Effect; provided, however, that the provisions of this Section 6.01(ii6.01(b) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority Entity against either the Company or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which hereby which, in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactionsthe transactions contemplated by this Agreement; provided, however, that the provisions of this Section 6.01(ii6.2(i) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either any of the Company Company, Seller or the Purchaser, Purchaser seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of Sellers' Representative or Purchaser is likely to render it impossible or unlawful to consummate prevent the parties from consummating such transactionstransactions contemplated this Agreement; provided, however, that the provisions of this Section 6.01(ii6.1(c) shall not apply if the Company or to any Seller or Founder party which has directly or indirectly solicited or encouraged any such Action.

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority against either any of the Company Shareholders, the Company, the Parent Sub or the PurchaserParent, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement or which is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii8.01(c) shall not apply if the Shareholders or the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either any party hereto except the Company or the Purchaseritself, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii7.01(b) shall not apply if the Company or any Seller or Founder Existing Shareholder has directly or indirectly solicited or encouraged any such Action.; and

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority against either any of the Stockholders the Company or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement hereby which in the reasonable good faith determination of the Purchaser is likely to render it impossible or unlawful to consummate such transactionsthe transactions contemplated by this Agreement or which could have a Material Adverse Effect; provided, however, that the provisions of this Section 6.01(ii6.03(b) shall not apply if the Company or any Seller or Founder Purchaser has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority against either the Company or the PurchaserApro, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement hereby which in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii8.03(b) shall not apply if the Company or any Seller or Founder an affiliate thereof has directly or indirectly solicited or encouraged any such Action.

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority against either any of the Company Sellers, the Company, or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement or which is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii8.01(c) shall not apply if the Sellers or the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority Entity against either the Company or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Purchaser, is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii6.1(n) shall not apply if the Company or any Seller or Founder Purchaser has directly or indirectly solicited or encouraged any such Action.;

No Proceeding or Litigation. No Action shall have been commenced or threatened by or before any Governmental Authority Entity against either the Company Main Sellers or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement hereby which is likely to render it impossible or unlawful to consummate such transactionsthe transactions contemplated by this Agreement; provided, however, that the provisions of this Section 6.01(ii7.3(b) shall not apply if the Company Company, any of its Subsidiaries or any Main Seller or Founder has directly or indirectly solicited or encouraged any such Action.

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either the Company or the Purchaser, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Company, is likely to render it impossible or unlawful to consummate such transactions; providedPROVIDED, howeverHOWEVER, that the provisions of this Section 6.01(ii7.01(b) shall not apply if the Company or any Seller or Founder has directly or indirectly solicited or encouraged any such Action.; and

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority against either the Holders, the Company or the PurchaserIssuer, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which which, in the reasonable, good faith determination of the Holders or the Company, is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii7.01(b) shall not apply if the Company or any Seller or Founder has of the Holders have directly or indirectly solicited or encouraged any such Action.; and

No Proceeding or Litigation. No Action shall have been commenced by or before any Governmental Authority Entity of competent jurisdiction against either the Company Sellers, the Company, its Subsidiaries or the PurchaserBuyer, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which is likely to render it impossible or unlawful to consummate such transactions; provided, however, that the provisions of this Section 6.01(ii9.1(a) shall not apply if the Company or any Seller or Founder the Company has directly or indirectly solicited or encouraged any such Action.