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 43 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.), Purchase Agreement (Tower Semiconductor LTD), Exchange 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: Merger Agreement, Agreement and Plan of Merger (Morningstar, Inc.), Acquisition Agreement
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), Share Purchase Agreement (Health Care Property Investors Inc), Purchase Agreement (Compass Diversified Holdings)
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: Exchange Agreement (Semiconductor Components Industries of Rhode Island Inc), Exchange 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 statute, rule, regulation, executive order, decree, ruling or injunction Governmental Authority shall have been enacted, enteredissued, promulgated promulgated, enforced or endorsed by entered into any court Law or governmental authority Governmental Order and no other legal or regulatory restraint or prohibition shall be in effect, in either case, which has the effect of competent jurisdiction making the Contemplated Transactions illegal or that otherwise prohibits or requires the consummation payment of any damages as a result of the Contemplated Transactions, and no Action in which any of the transactions contemplated by the Transaction Documentsforegoing is sought shall be pending.
Appears in 4 contracts
Samples: Merger Agreement (Creative Realities, Inc.), Stock Purchase Agreement (Amaya Inc.), Merger Agreement (Mastec 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: Purchase and Sale Agreement (Mestek Inc), Purchase and Sale Agreement (Mestek Inc), Purchase and Sale Agreement (Met Coil Systems Corp)
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: Merger Agreement, Merger Agreement (Azur Pharma LTD), Merger Agreement (Jazz Pharmaceuticals 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 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: Merger Agreement (S.D. Shepherd Systems, Inc.), Purchase Agreement (S.D. Shepherd Systems, Inc.), Purchase Agreement (Cendant 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 or regulatory authority or instrumentality that prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Mestek Inc), Purchase and Sale Agreement (Mestek Inc), Purchase and Sale Agreement (Met Coil Systems 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 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 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Viavi Solutions 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: Merger Agreement, Merger Agreement (Icg Group, 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 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 question or challenge the validity or legality or opposes the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Shiloh Industries Inc), Asset 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 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 jurisdiction or Governmental Entity shall -------------- have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive orderjudgment, decree, ruling injunction or injunction shall have been enactedother order (whether temporary, entered, promulgated preliminary or endorsed by any court or governmental authority of competent jurisdiction that permanent) which is in effect -41- and prohibits the consummation of any of the transactions contemplated by the Transaction Documentsthis Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Gould Investors L P), Merger Agreement (BFS Bankorp 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 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 DocumentsMerger.
Appears in 2 contracts
Samples: Merger Agreement (Daka International Inc), Merger Agreement (Unique Casual Restaurants 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 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 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 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 law or injunction shall have been enacted, enteredadopted, promulgated or endorsed entered by any court or governmental authority of competent jurisdiction that which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Golf Trust of America 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 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 shall have been enacted, entered, promulgated or endorsed by any court or governmental authority other Government Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any Law or Order (whether temporary, preliminary or permanent) that is in effect and restrains, enjoins or otherwise prohibits the consummation of any of the transactions contemplated by the Transaction Documents(a “Prohibition”).
Appears in 1 contract
Samples: Share and Asset Purchase Agreement (Garrett Motion Inc.)
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 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: Subordinated Note Restructuring and Note Purchase Agreement (Gold Reserve Inc)
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 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.
Appears in 1 contract
Samples: Stock Purchase Agreement
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 Authority which prohibits the consummation of any of the transactions contemplated by the Transaction Documentshereby.
Appears in 1 contract