No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of any of the transactions contemplated by the Transaction Documents.
Appears in 42 contracts
Samples: Securities Purchase Agreement (Splash Beverage Group, Inc.), Securities Purchase Agreement (Splash Beverage Group, Inc.), Securities Purchase Agreement (Splash Beverage Group, Inc.)
No Prohibition. No litigation, statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by or in any court or governmental authority of competent jurisdiction that or any self-regulatory organization having authority over the matters contemplated hereby which prohibits the consummation of any of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 20 contracts
Samples: Exchange Agreement (Resource Capital Corp.), Exchange Agreement (Tower Semiconductor LTD), Purchase Agreement (Tower Semiconductor LTD)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction applicable Law shall have been enacted, enteredadopted, promulgated or endorsed entered by any court Governmental Authority which restrains, enjoins or governmental authority of competent jurisdiction that otherwise prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 11 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Morningstar, Inc.), Agreement and Plan of Merger
No Prohibition. No law, statute, rule, regulation, executive order, decree, ruling ruling, injunction or injunction other order (whether temporary, preliminary or permanent) shall have been enacted, entered, promulgated or endorsed enforced by any United States or state court or any governmental authority of competent jurisdiction that prohibits entity which prohibits, restrains or enjoins the consummation of any of the transactions contemplated by the Transaction Documentshereunder.
Appears in 8 contracts
Samples: Series B Preferred Stock Purchase Agreement (Clearlake Capital Partners, LLC), Series B Preferred Stock Purchase Agreement (Purple Communications, Inc.), Stock Purchase Agreement (Clearlake Capital Partners, LLC)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any the transactions contemplated hereby, and there shall be no order or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction Documentshereby.
Appears in 8 contracts
Samples: Purchase Agreement (Journal Communications Inc), Purchase Agreement (Cendant Corp), Purchase Agreement (Affinion Loyalty Group, Inc.)
No Prohibition. No litigation, statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by or in any court or governmental authority of competent jurisdiction that or any self-regulatory organization having authority over the matters contemplated hereby which prohibits the consummation of any of the transactions contemplated by this Agreement; no stop order or proceedings seeking a stop order shall have been initiated or threatened by the Transaction DocumentsSEC.
Appears in 6 contracts
Samples: Agreement (Semiconductor Components Industries of Rhode Island Inc), Agreement (Semiconductor Components Industries of Rhode Island Inc), Exchange Agreement (Headwaters Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court Governmental Authority which prohibits and no lawsuit, proceeding or governmental authority of competent jurisdiction that prohibits investigation shall be pending, which would be reasonably expected to prohibit the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court Governmental Authority which prohibits, and no lawsuit, proceeding or governmental authority of competent jurisdiction that prohibits investigation shall be pending, which would be reasonably expected to prohibit the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc)
No Prohibition. No order, statute, rule, regulation, executive order, decreeinjunction, ruling stay, decree or injunction restraining order shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction or governmental or regulatory authority or instrumentality that prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 3 contracts
Samples: Agreement for the Purchase and Sale of Assets (Mestek Inc), Agreement for the Purchase and Sale of Assets (Mestek Inc), Agreement (Met Coil Systems Corp)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any of the transactions contemplated by this Agreement, and there shall be no order or injunction of a court of competent jurisdiction in effect preventing the Transaction Documentsconsummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (S.D. Shepherd Systems, Inc.), Purchase Agreement (Cendant Corp), Purchase Agreement (S.D. Shepherd Systems, Inc.)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling Laws or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any Governmental Authority which prohibits, and no temporary restraining order, preliminary or permanent injunction or other order issued by a court or governmental authority other Governmental Authority of competent jurisdiction that prohibits shall be in effect having the effect of making any of the Transactions illegal or otherwise prohibiting consummation of any of the transactions contemplated by the Transaction DocumentsTransactions.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization, Agreement and Plan of Merger and Reorganization (Azur Pharma LTD), Agreement and Plan of Merger and Reorganization (Jazz Pharmaceuticals Inc)
No Prohibition. No order, statute, rule, regulation, executive order, decreeinjunction, ruling stay, decree or injunction restraining order, shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction or governmental or regulatory authority or instrumentality that prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 3 contracts
Samples: Agreement for the Purchase and Sale of Assets (Mestek Inc), Agreement for the Purchase and Sale of Assets (Mestek Inc), Agreement (Met Coil Systems Corp)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Authority which prohibits the consummation of any of the transactions contemplated by this Agreement, and there shall be no order or injunction of a court of competent jurisdiction in effect preventing the Transaction Documentsconsummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (Heidrick & Struggles International Inc)
No Prohibition. No statute, rule, regulation, executive injunction, order, decree, ruling decree or injunction other legal restraint shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits the consummation of the Merger or the other transactions contemplated by this Agreement and no proceeding or lawsuit shall have been commenced by any Governmental Entity which prohibits the consummation of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Icg Group, Inc.)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any the transactions contemplated hereby, and there shall be no Order of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction Documentshereby.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Ares Commercial Real Estate Corp), Purchase and Sale Agreement (Ares Commercial Real Estate Corp)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court or governmental authority of competent jurisdiction that Governmental Authority which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 2 contracts
Samples: Share Purchase Agreement (Emergent BioSolutions Inc.), Share Purchase Agreement (Xylem Inc.)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling decree -------------- or injunction shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction that prohibits or by any governmental or regulatory agency or authority which has the effect of restraining, enjoining or otherwise prohibiting the consummation of any of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Superior Financial Corp /Ar/), Stock Purchase Agreement (Superior Financial Corp /Ar/)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction that which prohibits or restricts the consummation of any of the transactions contemplated by the Transaction Documents.Merger. (c)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Unique Casual Restaurants Inc), Agreement and Plan of Merger (Daka International Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction shall have been enacted, entered, promulgated regulation or endorsed by order of any court or governmental authority of competent jurisdiction that prohibits the agency prohibiting consummation of any of the transactions contemplated by the Transaction Documentshereby shall be in effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Wind Energy America Inc.), Purchase Agreement (Wind Energy America Inc.)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court Governmental Authority, which enjoins or governmental authority of competent jurisdiction that otherwise prohibits the consummation of any the transactions contemplated hereby; there shall be no order or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated hereby; and no Action shall have been commenced by any Governmental Authority that seeks to enjoin or otherwise prohibits the Transaction Documentsconsummation of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Stock and Asset Purchase Agreement, Stock and Asset Purchase Agreement (Nokia Corp)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall will have been enacted, entered, promulgated or endorsed by or in any court or governmental authority of competent jurisdiction that or any self-regulatory organization having authority over the matters contemplated hereby which prohibits the consummation of any of the transactions contemplated by this Agreement or the Transaction DocumentsRegistration Rights Agreement or the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Dyntek Inc), Securities Purchase Agreement (Dyntek Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court Governmental Authority that enjoins or governmental authority of competent jurisdiction that otherwise prohibits the consummation of any the transactions contemplated hereby; there shall be no order or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated hereby; and no Action shall have been commenced by any Governmental Authority that seeks to enjoin or otherwise prohibits the Transaction Documentsconsummation of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Stock and Asset Purchase Agreement, Stock and Asset Purchase Agreement (Nokia Corp)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction Law shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction Governmental Entity that prohibits the consummation of any the Transaction, and there shall be no order or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction DocumentsTransaction.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (API Technologies Corp.)
No Prohibition. No order, statute, rule, regulation, executive order, decreeinjunction, ruling stay, decree or injunction restraining order shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction or governmental entity that prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby, and no litigation or governmental proceeding seeking such an order shall be pending.
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits the consummation of any of the transactions contemplated by the this Agreement and/or any other Transaction DocumentsDocument on or prior to such Investment Date.
Appears in 1 contract
Samples: Note Exchange and Purchase Agreement (VistaGen Therapeutics, Inc.)
No Prohibition. No statute, ruleordinance, law, regulation, executive orderrule, decree, ruling decree or injunction order shall have been enacted, entered, issued, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction Governmental Authority that prohibits the consummation of any of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling Law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court or governmental authority of competent jurisdiction that Authority which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or permanent injunction shall have been enacted, entered, promulgated or endorsed enforced by any governmental entity or court or governmental authority of competent jurisdiction that which prohibits the consummation of any of the transactions Sales Transaction for such Assets substantially on the terms contemplated by the Transaction Documentsthis Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Burnham Pacific Properties Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling ruling, injunction or injunction other order shall have been enacted, entered, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction that within the United States which prohibits the consummation of any of or makes illegal the transactions contemplated by the Transaction Documents.this Agreement; and
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction Law shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any the Transactions, and there shall be 78 no order, decree or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction DocumentsTransactions. Article VII.
Appears in 1 contract
Samples: Iii Stock Purchase Agreement
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction Law shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any the Transactions, and there shall be no order, decree or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction DocumentsTransactions.
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that which prohibits the consummation of any of the transactions contemplated by this Agreement or any Transaction Document at or prior to the Transaction DocumentsClosing Date.
Appears in 1 contract
Samples: Note Exchange and Purchase Agreement (VistaGen Therapeutics, Inc.)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or permanent injunction shall have been enacted, entered, promulgated or endorsed enforced by any Governmental Entity or court or governmental authority of competent jurisdiction that which prohibits the consummation of any of the transactions Sales Transaction substantially on the terms contemplated by the Transaction Documentsthis Agreement.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Burnham Pacific Properties Inc)
No Prohibition. No statute, ruleordinance, law, regulation, executive orderrule, decree, ruling decree or injunction order shall have been enacted, entered, issued, promulgated or endorsed enforced by any court or governmental authority of competent jurisdiction Governmental Authority, that prohibits the consummation of any of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 1 contract
No Prohibition. No statuteorder or decree of any domestic or foreign court, ruletribunal, governmental agency or other regulatory authority or administrative agency, board or commission, and no law, regulation, executive orderpolicy, decree, ruling directive or injunction authority shall have been enacted, enteredpromulgated, promulgated made, issued or endorsed by any court applied to cease trade, enjoin, prohibit or governmental authority of competent jurisdiction that prohibits impose material limitations on, the consummation of any of the transactions contemplated by the Transaction Documents.Transaction;
Appears in 1 contract
Samples: Master Transfer Agreement
No Prohibition. No statute, rule, regulation, executive order, decree, ruling law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court or governmental authority of competent jurisdiction that Governmental Authority, which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract
No Prohibition. No litigation, statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by or in any court or governmental authority of competent jurisdiction that or any self-regulatory organization having authority over the matters contemplated hereby which prohibits the consummation of any of the transactions involving such Holder contemplated by the Transaction Documentsthis Agreement.
Appears in 1 contract
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction Law shall have been enacted, entered, enacted or promulgated or endorsed by any court or governmental authority of competent jurisdiction that Governmental Entity which prohibits the consummation of any the Transactions, and there shall be no order, decree or injunction of a court of competent jurisdiction in effect preventing the consummation of the transactions contemplated by the Transaction Documents.Transactions. Section 6.2
Appears in 1 contract
Samples: Iii Stock Purchase Agreement
No Prohibition. No statute, rule, regulation, executive order, decree, ruling rule or injunction regulation shall have been enacted, entered, enacted or promulgated or endorsed by any court Governmental Entity which enjoins or governmental authority of competent jurisdiction that otherwise prohibits the consummation of the transactions contemplated hereby, and there shall be no order or injunction of any Governmental Entity in effect preventing the consummation of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Dean Foods Co)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by or in any court or governmental authority Governmental Authority of competent jurisdiction that or any self-regulatory organization having authority over the matters contemplated hereby which prohibits the consummation of any of the transactions contemplated by Restructuring Transaction or the Transaction DocumentsNew Notes Sale, as applicable.
Appears in 1 contract
Samples: Restructuring and Note Purchase Agreement (Gold Reserve Inc)
No Prohibition. No statute, rule, regulation, executive order, decree, ruling law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court or governmental authority of competent jurisdiction that Authority which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract