Common use of Orders, Etc Clause in Contracts

Orders, Etc. No action, suit or proceeding shall have been commenced or shall be pending or, to the actual knowledge of the officers and directors of Purchaser, threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the Business, the Acquisition Assets or the transactions contemplated by this Agreement, by any Governmental Authority or court that reasonably may be expected to (i) prohibit Purchaser's ownership or operation of all or a material portion of the Business or the Acquisition Assets, or compel Purchaser to dispose of or hold separate all or a material portion of Seller's business or assets, as a result of the transactions contemplated by this Agreement or (ii) prohibit consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cornell Corrections Inc), Asset Purchase Agreement (Cornell Corrections Inc)

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Orders, Etc. No action, suit or proceeding shall have been commenced or shall be pending or, to the actual knowledge of the officers and directors of Purchaser, or threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the Business, the Acquisition Assets or the transactions contemplated by this Agreement, by any Governmental Authority or court that reasonably may could be expected to (i) prohibit materially impair Purchaser's ownership or operation (as currently conducted) of all or a material portion of the Business or the Acquisition Assets, or compel Purchaser to dispose of or hold separate all or a material portion of Purchaser's or Seller's business or assets, as a result of the transactions contemplated by this Agreement or (ii) prohibit consummation of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cornell Corrections Inc), Asset Purchase Agreement (Cornell Corrections Inc)

Orders, Etc. No action, suit or proceeding shall have been commenced or shall be pending or, to the actual knowledge of the officers and directors of Purchaser, or threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the Acquired Business, the Acquisition Assets or the transactions contemplated by this Agreement, by any Governmental Authority or court that reasonably may could be expected to (i) prohibit materially impair Purchaser's ownership or operation (as currently conducted) of all or a material portion of the Acquired Business or the Acquisition Assets, or compel Purchaser to dispose of or hold separate all or a material portion of Purchaser's or Seller's business or assets, as a result of the transactions contemplated by this Agreement Agreement, or (ii) prohibit consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

Orders, Etc. No action, suit or proceeding shall have been commenced or shall be pending or, to the actual knowledge of the officers and directors of Purchaser, threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the Business, the Acquisition Assets or the transactions contemplated by this Agreement, by any Governmental Authority or court that reasonably may be expected to (i) prohibit Purchaser's ownership or operation of all or a material portion of the Business or the Acquisition Assets, or compel Purchaser to dispose of or hold separate all or a material portion of Seller's Sellers' business or assets, as a result of the ASSET PURCHASE AGREEMENT 37 transactions contemplated by this Agreement or (ii) prohibit consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

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Orders, Etc. No action, suit or proceeding shall have been commenced or shall be pending or, to the actual knowledge of the officers and directors of Purchaser, or threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the Business, the Acquisition Assets or the transactions contemplated by this Agreement, by any Governmental Authority or court that reasonably may could be expected to (i) prohibit materially impair Purchaser's ownership or operation (as currently conducted) of all or a material portion of the Business or the Acquisition Assets, or compel Purchaser to dispose of or hold separate all or a material portion of SellerPurchaser's or Sellers' business or assets, as a result of the transactions contemplated by this Agreement or (ii) prohibit consummation of the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cornell Corrections Inc)

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