Legal Prohibition definition

Legal Prohibition means any final, permanent Legal Requirement that is in effect and that prevents or prohibits consummation of the Offer, the Merger or any of the other material transactions contemplated in this Agreement or limits or would limit Parent's activity in connection with its ownership, operation or control of the Surviving Corporation (including any hold separate order).
Legal Prohibition means any final, permanent Legal Requirement that is in effect and that prevents or prohibits consummation of the Transactions.
Legal Prohibition is defined in Section 9.1(b)(ii).

Examples of Legal Prohibition in a sentence

  • In any event, the No Legal Prohibition Condition is a nonwaivable condition to our offer.

  • We will not be obligated to purchase any shares pursuant to our Offer if a preliminary or permanent injunction, decree or order has been entered by any governmental authority, or another legal restraint or prohibition is in effect, which enjoins, restrains or prohibits our Offer (the “No Legal Prohibition Condition”).

  • No Legal Prohibition shall have been enacted and be in effect; provided, however, that each of the Parties shall use their commercially reasonable efforts to prevent any such Legal Prohibition and to cause any such Legal Prohibition to be vacated or otherwise rendered of no effect, and to take such other actions as are consistent therewith to the extent necessary to remove the Legal Prohibition.

  • In any event, the No Legal Prohibition Condition is a nonwaivable condition to our Offer.

  • The General Partner, the Employer and the Apax Group shall have the right, but not the obligation, in its sole discretion, to exercise the Call Option during the thirty (30) day period following the lapse of any Legal Prohibition, but in any event not later than three (3) years after the exercise of the Call Option; provided, that such right shall terminate immediately prior to a Change of Control.

  • Ghanem, ENOCJack Hinton, Baker Hughes, a GE company Programme AdvisorTrey Shaffer, Environmental Resources Management (ERM)On behalf of the Society of Petroleum Engineers (SPE) and the Conference Programme Committee, it gives me great pleasure to invite you to participate in the 2018 SPE International Conference and Exhibition on Health, Safety, Security, Environment, and Social Responsibility, taking place 16–18 April 2018, in Abu Dhabi, UAE.

  • In addition to looking to Louisiana law for the definition of fixtures, Louisiana law must be used to interpret the Collateral Agreement related to the creation of a security interest in those fixtures—both under the Legal Prohibition Carve Out and under the definition of the UCC.

  • Rabee was 262 Human Rights Watch, The Legal Prohibition Against Torture, 11 March, 2003263 Convention against Torture and Other Cruel, Inhuman or Degrading Treatment or Punishment 264 E.g. European Convention for the Protection of Human Rights and Fundamental Freedoms, the American Convention on Human Rights, and the African Charter on Human and Peoples' Rights.

  • Second, 6 Term Lenders counsel argued “The Collateral Agreement points you to the UCC [It] points you to theLouisiana UCC for the definition of the term ‘fixture,’ period, full stop.” (Hearing Tr. at 64.)limiting the analysis of Louisiana law such that it is only relevant to the definition of fixtures, overlooks the Collateral Agreement’s explicit requirements under the definition of the UCC and the Legal Prohibition Carve Out.

  • Attachment CSummary of Legal Prohibition on Insider trading This description of the legal prohibition on insider trading is provided in accordance with the ASX Listing Rules.


More Definitions of Legal Prohibition

Legal Prohibition means any statute, rule, regulation, executive order, decree, judgment, injunction or other order (whether temporary, preliminary or permanent) enacted, issued, promulgated, enforced or entered by any Governmental Authority (including any federal or state court of competent jurisdiction), in any case that is in effect and that prevents or prohibits consummation of the Merger or any of the other material transactions contemplated in this Agreement.
Legal Prohibition means any law, statute, rule, regulation or judicial or administrative decision which would prohibit a holder of Series B Preferred Stock from owning such number of shares of Common Stock which such holder would receive upon converting the Series B Preferred Stock or which would require the Corporation to dispose of any assets or terminate any business activity as a result of a holder of the Series B Preferred Stock owning such number of shares of Common Stock which such holder would receive upon converting the Series B Preferred Stock.
Legal Prohibition means a Governmental Authority having jurisdiction in the circumstances enacting, issuing, promulgating, enforcing or entering any applicable law that restrains, enjoins or otherwise prohibits WELL’s ownership of securities in the Corporation;

Related to Legal Prohibition

  • Legal Proceedings means any judicial, administrative or arbitral claim, action, complaint, hearing, petition, suit, mediation, litigation, investigation, examination, inspection or other proceeding, at law or in equity, in any case, by or before a Governmental Authority or Judicial Authority.

  • Competition or “Competitions” means any competition comprised within the Event where the winner is awarded a prize. A Competition may be comprised of one or more qualification phase/sections, runs or heats, including official training sessions. In the FIS Rules, Competitions are sometimes also referred to as “races”.