No Legal Proceeding. At the Closing, no Legal Proceeding shall be pending or threatened seeking to enjoin or prevent, nor shall an Injunction, Order or Official Action have been issued prohibiting consummation of the transactions contemplated hereby.
No Legal Proceeding. No suit, action, or other legal or administrative proceeding before any court or other governmental agency shall be pending seeking to enjoin the consummation of this Transaction.
No Legal Proceeding. No court Action shall have been instituted or threatened to restrain or prohibit the acquisition by Buyer, or the conveyance by Seller, of the Acquired Assets; and
No Legal Proceeding. As of the date hereof, there is no Legal Proceeding pending against Parent or any of its Affiliates or, to the knowledge of Parent, threatened against Parent or any of its Affiliates, or any order, decision, judgment, decree, injunction or ruling of any Governmental Authority to which Parent or any of its Affiliates is subject that would reasonably be expected to question the validity of this Agreement or the performance by Parent of its obligations under this Agreement.
No Legal Proceeding. There shall not be pending before any court of competent jurisdiction any Legal Proceeding commenced by a Governmental Entity against the Company or Parent that seeks to prohibit the consummation of the Merger and that (i) is likely to result in a judgment adverse to Parent or the Company and (ii) would have a Material Adverse Effect on the Company or a Material Adverse Effect on Parent; and
No Legal Proceeding. No Legal Proceeding shall be pending by the DOJ, FTC or any authority, agency, department, board, commission or instrumentality of any state of the United States that regulates competition or that has the power to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade which seeks to prevent, prohibit or make illegal the transactions contemplated by this Agreement.
No Legal Proceeding. No Action shall have been instituted or ------------------- threatened to restrain or prohibit the acquisition by Buyer, or the conveyance by the Shareholder, of the Shares, and on the Closing Date there are no Actions pending or threatened against or affecting the Shareholder or the Corporation that involve a demand for any judgment or liability, whether or not covered by insurance, and which may result in any Material Adverse Effect.
No Legal Proceeding. No suit, action, or other legal or administrative proceeding before any court or other governmental agency shall be pending seeking to enjoin the consummation of this Transaction by any shareholder or director of the Company or of PTEK.
No Legal Proceeding. As of the date hereof, there is no Legal Proceeding pending against such Stockholder or, to the knowledge of such Stockholder, threatened against such Stockholder or any of its Affiliates (excluding the Company and its Subsidiaries), or any order, decision, judgment, decree, injunction or ruling of any Governmental Authority to which such Stockholder or any of its Affiliates is subject that would reasonably be expected to question the beneficial or record ownership of such Stockholder’s Subject Shares, the validity of this Agreement or the performance by such Stockholder of its obligations under this Agreement.
No Legal Proceeding. As of the date hereof, there is no Legal Proceeding pending against such Stockholder or, to the knowledge of such Stockholder, threatened against such Stockholder or any of its Affiliates (excluding the Company and its Subsidiaries), or any order, decision, judgment, decree, injunction or ruling of any Governmental Authority to which such Stockholder or any of its Affiliates is subject that would reasonably be expected to question the beneficial or record ownership of such Stockholder’s Subject Shares, the validity of this Agreement or the performance by such Stockholder of its obligations under this Agreement. 3 Note: To be included in the voting agreements with entities that are party to the Registration Rights Agreement and/or Sponsor Director Nomination Agreement, as applicable.
