Common use of Orders and Laws Clause in Contracts

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to Investor, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (a) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investor, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, or (b) wherein an unfavorable Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investor.

Appears in 2 contracts

Sources: Investment Agreement (Moore Robert W/Nv), Investment Agreement (Chadmoore Wireless Group Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to Investorany Lender, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investorto, the Company or any SubsidiariesLender, any Borrower, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or therebyhereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorany Lender.

Appears in 2 contracts

Sources: Senior Credit Agreement (Skyline Multimedia Entertainment Inc), Senior Credit Agreement (Prospect Street Nyc Discovery Fund Lp)

Orders and Laws. There Except as previously disclosed to the Lenders or contained in the SEC Reports, there shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorAgreements, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investorto, the Company or any SubsidiariesLenders, the Co-Borrowers, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or any of the Operative Agreements or present a reasonable risk of damages to Investorthe Lenders.

Appears in 2 contracts

Sources: Senior Secured Credit Agreement (Prospect Street Nyc Discovery Fund Lp), Senior Secured Credit Agreement (Skyline Multimedia Entertainment Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to Investor, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (a) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investor, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, or (b) wherein an unfavorable Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investor.any

Appears in 1 contract

Sources: Investment Agreement (Recovery Equity Investors Ii Lp)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorBuyer, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorBuyer any Seller, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorBuyer.

Appears in 1 contract

Sources: Purchase Agreement (Flo Fill Co Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, enactment or promulgation or deemed applicability to Investor, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorAgreement.

Appears in 1 contract

Sources: Merger Agreement (Finlay Enterprises Inc /De)

Orders and Laws. There shall not be in effect on the Closing Date or the applicable Foreign Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Ancillary Agreements or Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Ancillary Agreements or Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date or the applicable Foreign Closing Date any Action or Proceeding or any other action (a) in, before or by any Governmental or Regulatory Authority which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or AMENDED ASSET PURCHASE AGREEMENT 64 deemed applicability of any such Law to Investor, the Company Purchaser or any Subsidiaries, to a Purchasing Affiliate or the transactions contemplated by this Agreement or any of the Operative Ancillary Agreements of any such Law, or (b) wherein an unfavorable Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorAgreements.

Appears in 1 contract

Sources: Asset Purchase Agreement (Tektronix Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to any Investor, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation promulgation, or deemed applicability to Investor, any Owner, ▇▇▇▇▇▇▇▇▇, the Company Company, or any Subsidiaries, or of the transactions contemplated by this Agreement or any of the Operative Agreements Agreements, of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to any Investor.

Appears in 1 contract

Sources: Investment Agreement (Spartan Motors Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, the Company or Company, any SubsidiariesSubsidiary, any Seller or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorPurchaser.

Appears in 1 contract

Sources: Purchase Agreement (Jan Bell Marketing Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorJan ▇▇▇▇, and ▇▇d there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorJan ▇▇▇▇, the Company or ▇▇e Company, any Subsidiaries, Subsidiary or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorJan ▇▇▇▇.

Appears in 1 contract

Sources: Merger Agreement (Jan Bell Marketing Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, the Company or Company, any Subsidiaries, Subsidiary or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or therebyhereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorthe Purchaser.

Appears in 1 contract

Sources: Note Purchase Agreement (Skyline Multimedia Entertainment Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, any of the Acquired Companies, the Company or any Subsidiaries, Seller or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorthe Purchaser.

Appears in 1 contract

Sources: Purchase Agreement (Flo Fill Co Inc)