Common use of No Proceedings or Litigation Clause in Contracts

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or ---------------------------- other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority Governmental Authority or other person Person shall have been instituted or threatened which questions the validity or legality of the transactions Transactions contemplated hereby herein and which could reasonably be expected to damage Buyer materially if the transactions Transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect material adverse effect on the right or ability of Buyer to own, operate, possess or transfer the Acquired Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect material adverse effect on the right or ability of Buyer to own, operate, possess or transfer the Purchased Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets Products or Accounts after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business Products or the Assets Accounts contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer (a) materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on affect the right or ability of Buyer to own, operate, possess or transfer the Assets Stock after the Closing, or (b) materially damage Seller if the transactions contemplated hereunder are consummated. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets Stock contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including including, without limitation, any limitation any Material Adverse Effect or restriction on the right or ability of the Buyer to own or transfer the Shares or of the Company to 39 42 own, operate, possess or transfer the Assets its assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business Shares or the Assets Company contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably would be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including including, without limitation limitation, any Material Adverse Effect material adverse effect on the right or ability of Buyer to own, operate, possess or transfer the Purchased Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to materially damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect limitation or restriction on the right or ability of the Buyer to own or transfer the Shares or of the Company to own, operate, possess or transfer the Assets its assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business Shares or the Assets Company contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which prohibits the consummation of the transactions contemplated hereby or questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected materially to damage Buyer materially the Seller if the transactions contemplated hereby hereunder are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority ---------------------------- or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on the right or ability of the Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect limitation or restriction on the right or ability of the Buyer to own or transfer the Shares or of the Company to own, operate, possess or transfer the Assets its assets after the Closing. There shall not be any statute, rule or 42 48 regulation that makes the purchase and sale of the Business Shares or the Assets Company contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority ---------------------------- or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer (a) materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on affect the right or ability of Buyer to own, operate, possess or transfer the Assets Stock after the Closing, or (b) materially damage Buyer or any Company if the transactions contemplated hereunder are consummated. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets Stock contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority ---------------------------- or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer (a) materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect on affect the right or ability of Buyer to own, operate, possess or transfer the Assets Stock after the Closing, or (b) materially damage Seller if the transactions contemplated hereunder are consummated. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets Stock contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority or other person shall have been instituted or threatened which prohibits the consummation of the transactions contemplated hereby or questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected materially to damage the Buyer materially if the transactions contemplated hereby hereunder are consummated, including without limitation any Material Adverse Effect on the right or ability of Buyer to own, operate, possess or transfer the Assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business or the Assets contemplated hereby illegal or otherwise prohibited.

No Proceedings or Litigation. No Action by any governmental authority ---------------------------- or other person shall have been instituted or threatened which questions the validity or legality of the transactions contemplated hereby and which could reasonably be expected to damage Buyer materially if the transactions contemplated hereby are consummated, including without limitation any Material Adverse Effect limitation or restriction on the right or ability of the Buyer to own or transfer the Shares or of the Company to own, operate, possess or transfer the Assets its assets after the Closing. There shall not be any statute, rule or regulation that makes the purchase and sale of the Business Shares or the Assets Company contemplated hereby illegal or otherwise prohibited.