Common use of No Prohibition Clause in Contracts

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement will, directly or indirectly (with or without notice or lapse of time), materially conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 3 contracts

Samples: Acquisition Agreement, Acquisition Agreement (Eateries Inc), Acquisition Agreement (Eateries Inc)

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No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or Eateries, Person affiliated with Buyer to suffer any material adverse consequence under, (i) under any applicable Legal Requirement or Order, ; or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Verisk Analytics, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement willshall, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, SELLERS to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 2 contracts

Samples: Stock Purchase Agreement (O'Gara Group, Inc.), Stock Purchase Agreement (O'Gara Group, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement willshall, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Sellers or any Affiliate of Seller or Eateries, Acquired Company to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 2 contracts

Samples: Stock Purchase Agreement (O'Gara Group, Inc.), Stock Purchase Agreement (O'Gara Group, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, the Buyer to suffer any material adverse consequence under, under (i) any applicable Legal Requirement or Orderlaws, or (ii) any Legal Requirement or Order law that has been published, introduced, or otherwise proposed by or before any Governmental BodyEntity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nui Corp /Nj/)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause the Seller or Eateries, or any Affiliate of Seller or Eateries, to suffer any material adverse consequence under, under (i) any applicable Legal Requirement or Orderlaws, or (ii) any Legal Requirement or Order law that has been published, introduced, or otherwise proposed by or before any Governmental BodyEntity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nui Corp /Nj/)

No Prohibition. Neither the consummation nor the performance of this Agreement or any of the transactions contemplated under this Agreement hereby will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or Eateries, its Affiliates to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cardiotech International Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement hereby will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or EateriesParent, Buyer or any Affiliate of Seller Person affiliated with Parent or Eateries, Buyer to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Merger Agreement (Quiksilver Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, with or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, Person affiliated with Purchaser to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Orderlegal order, or (iib) any Legal Requirement or Order legal order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Isonics Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement or the other Transaction Documents by the Buyer will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, the Sellers or any Affiliate of Seller or Eateries, Person affiliated with the Sellers to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or OrderRequirement, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental BodyAuthority.

Appears in 1 contract

Samples: Stock Purchase Agreement (Insurance Auto Auctions, Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, Person affiliated with Purchaser to suffer any material adverse consequence under, : (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: LLC Interest Purchase Agreement (Medcath Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, Purchaser to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Careinsite Inc)

No Prohibition. Neither the consummation nor the performance of any of -------------- the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or Eateries, Person Affiliated with Buyer to suffer any material adverse consequence underunder any Judgment, (i) any applicable Legal Requirement order, Consent or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental BodyContract.

Appears in 1 contract

Samples: Stock Purchase Agreement (Orbit Fr Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, Person affiliated with Purchaser to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Asset Purchase Agreement (Theragenics Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, any AMT Predecessor or any Affiliate of Person affiliated with Seller or Eateries, to suffer any material adverse consequence under, under (ia) any applicable 44 Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Bodygovernmental body.

Appears in 1 contract

Samples: Member Interest Purchase Agreement (Aldila Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, or result in a material violation of, or cause Seller or Eateries, the Purchaser or any Affiliate of Seller or Eateries, Person affiliated with the Purchaser to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Asset Purchase Agreement (Wausau Paper Corp.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement or any Ancillary Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause any Seller or Eateries, any Stockholder or any Affiliate of Person affiliated with any Seller or Eateries, any Stockholder to suffer any material adverse consequence Material Adverse Change under, (ia) any applicable Legal Requirement Regulation or Order, Court Order or (iib) any Legal Requirement Regulation or Court Order that has been published, introduced, or otherwise proposed by or before any Governmental Bodygovernmental agency.

Appears in 1 contract

Samples: Asset Purchase Agreement (Guitar Center Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Careinsite Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement herein will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, or result in a material violation of, or cause Seller or EateriesHoldings, Seller, any Company or any Affiliate of Person affiliated with Holdings or Seller or Eateries, to suffer any material adverse consequence under, (ia) any applicable Legal Requirement legal requirement or Order, order; or (iib) any Legal Requirement legal requirement or Order order that has been published, introduced, introduced or otherwise proposed by or before any Governmental Bodygovernmental body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Forefront Holdings, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under in this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate affiliate of Seller or Eateries, Purchaser to suffer any material adverse consequence under, (i) under any applicable Legal Requirement or Orderlaw, regulation, order, or (ii) any Legal Requirement or Order other prohibition that has been published, introduced, or otherwise proposed by or before any Governmental Bodygovernmental entity.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (O2diesel Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ss&c Technologies Inc)

No Prohibition. Neither the consummation nor -------------- the performance of any of the transactions contemplated under described in this Agreement or the Fiduciary Purchase Agreement will, directly or indirectly (with or without notice or notice, lapse of timetime or both), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateriesthe Purchaser, Sellers, DNB or any Affiliate of Seller or Eateries, their Affiliates to suffer any material adverse consequence consequences under, : (ia) any applicable Legal Requirement Law or Order, or (iib) any Legal Requirement Law or Order that has been published, introduced, or otherwise proposed by or before any Governmental Bodyor Regulatory Agency.

Appears in 1 contract

Samples: Asset Contribution Agreement (Unified Financial Services Inc)

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No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement hereby will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Acquirer or any Affiliate of Seller Person affiliated with Parent or Eateries, Acquirer to suffer any material adverse consequence under, (ia) any applicable Legal Requirement law, rule, regulation or Orderorder, or (iib) any Legal Requirement law, rules, regulation or Order order that has been published, introduced, or otherwise formally proposed by or before any Governmental BodyEntity.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Action Products International Inc)

No Prohibition. Neither the consummation nor the performance this Agreement or of any of the transactions contemplated under this Agreement hereby will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, CDT or any Affiliate of Seller or Eateries, their respective Affiliates to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, introduced or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cardiotech International Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or EateriesBuyer to suffer, to suffer any material adverse consequence under, (i) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ss&c Technologies Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement and the other Transaction Documents by the Sellers will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, the Buyer or any Affiliate of Seller or Eateries, Person affiliated with the Buyer to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or OrderRequirement, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental BodyAuthority.

Appears in 1 contract

Samples: Stock Purchase Agreement (Insurance Auto Auctions, Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Contemplated Transactions will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller Buyer or Eateries, any Acquired Entity or any Affiliate of Seller Buyer or Eateries, any Acquired Entity to suffer any material adverse consequence Material Adverse Effect under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement (Atlantic Tele Network Inc /De)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Transactions or any of the Transaction Agreements will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, with or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, the Stockholders to suffer any material and adverse consequence consequences under, (ia) any applicable Legal Requirement or Order, Order or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Merger Agreement (CardioNet, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, person affiliated with Purchaser to suffer any material adverse consequence under, (ia) any applicable Legal Requirement legal requirement or Orderorder, or (iib) any Legal Requirement legal requirement or Order order that has been published, introduced, or otherwise proposed by or before any Governmental Bodygovernmental body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Griffon Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, the Stockholders to suffer any material adverse consequence under, under (i) any applicable Legal Requirement or Orderlaws, or (ii) any Legal Requirement or Order law that has been published, introduced, or otherwise proposed by or before any Governmental BodyEntity.

Appears in 1 contract

Samples: Stock Purchase Agreement (United eSystems, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under this Agreement Transactions or any of the Transaction Agreements will, directly or indirectly (with or without notice or lapse of time), materially contravene or conflict with, with or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate Person affiliated with Purchaser (other than a shareholder of Seller or Eateries, Purchaser in its capacity as a shareholder of Purchaser) to suffer any material and adverse consequence under, (ia) any applicable Legal Requirement or Order, Order or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Merger Agreement (CardioNet, Inc.)

No Prohibition. Neither the consummation nor the performance of this Agreement or any of the transactions contemplated under this Agreement will, hereby will be prohibited or will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or Eateries, its Affiliates to suffer any material adverse consequence under, (ia) any applicable Legal Requirement or Order, or (iib) any Legal Requirement or Order that has been published, introduced, or otherwise formally proposed by or before any Governmental Body.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cardiotech International Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of person affiliated with Seller or Eateries, to suffer any material adverse consequence under, (i) any applicable Legal Requirement law, rule, regulation, ruling or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Bodyorder.

Appears in 1 contract

Samples: Merger Agreement (Monarch Dental Corp)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, will directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, or any Affiliate of Seller or Eateries, Buyer to suffer any material adverse consequence under, under (i) any applicable Legal Requirement or Orderlaws, or (ii) any Legal Requirement or Order law that has been published, introduced, or otherwise proposed by or before any Governmental BodyEntity.

Appears in 1 contract

Samples: Stock Purchase Agreement (United eSystems, Inc.)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement or any Ancillary Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Buyer or any Affiliate of Seller or Eateries, Person affiliated with Buyer to suffer any material adverse consequence Material Adverse Change under, (ia) any applicable Legal Requirement Regulation or Order, Court Order or (iib) any Legal Requirement Regulation or Court Order that has been published, introduced, or otherwise proposed by or before any Governmental Bodygovernmental agency.

Appears in 1 contract

Samples: Asset Purchase Agreement (Guitar Center Inc)

No Prohibition. Neither the consummation nor the performance of any of the transactions contemplated under by this Agreement will, directly or indirectly (with or without notice or lapse of time), materially contravene, or conflict with, or result in a material violation of, or cause Seller or Eateries, Purchaser or any Affiliate of Seller or Eateries, person affiliated with Purchaser to suffer any material adverse consequence under, (i) any applicable Legal Requirement law, rule, regulation, ruling or Order, or (ii) any Legal Requirement or Order that has been published, introduced, or otherwise proposed by or before any Governmental Bodyorder.

Appears in 1 contract

Samples: Merger Agreement (Monarch Dental Corp)

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