Common use of Legal Action Clause in Contracts

Legal Action. There shall not be pending or threatened in writing any action, proceeding, or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 35 contracts

Samples: Reorganization and Exclusive Sponsorship Licensing Agreement (Mascot Ventures, Inc.), Share Exchange Agreement (Blue Star Entertainment Technologies, Inc.), Acquisition Agreement (GBS Enterprises Inc)

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Legal Action. There shall not be pending have been instituted or threatened in writing any actionlegal proceeding relating to, proceeding, or other application before any court or governmental entity challenging or seeking to restrain prohibit or prohibit otherwise challenge the consummation of of, the transactions contemplated by this Agreement, or seeking to obtain any material damagessubstantial damages with respect thereto.

Appears in 34 contracts

Samples: Plan of Merger (Edmonds 5 Inc.), Stock Exchange Agreement (Inception Mining Inc.), Agreement and Plan of Merger (Technology Consulting Partners Inc)

Legal Action. There No action, suit or proceeding shall not be pending have been instituted or threatened in writing any action, proceeding, or other application before any court or governmental entity challenging or body seeking to challenge or restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damageshereby.

Appears in 19 contracts

Samples: Asset Purchase Agreement (Carbiz Inc), Asset Purchase Agreement (ICTV Brands Inc.), Asset Purchase Agreement (1847 Goedeker Inc.)

Legal Action. There shall not be pending have been instituted or threatened in writing any actionlegal proceeding relating to, proceeding, or other application before any court or governmental entity challenging or seeking to restrain prohibit or prohibit otherwise challenging the consummation of of, the transactions contemplated by this AgreementAgreement or related agreements set forth as an exhibit hereto, or seeking to obtain any material damagessubstantial damages with respect thereto.

Appears in 15 contracts

Samples: Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc), Asset Purchase Agreement (Amedisys Inc)

Legal Action. There shall not be pending or threatened in writing any action, proceeding, or other application before any court or governmental entity Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 13 contracts

Samples: Share Exchange Agreement (International Packaging & Logistics Group Inc.), Acquisition Agreement (Gawk Inc.), Share Purchase Agreement (International Packaging & Logistics Group Inc.)

Legal Action. There shall not be pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Homelife Inc), Stock Acquisition Agreement (Netsol International Inc), Stock Purchase Agreement (Homelife Inc)

Legal Action. There shall not be pending or threatened in writing any action, proceeding, or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages relating to the consummation of the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Investment Agreement (Octus Inc), Acquisition Agreement (Octus Inc), Acquisition Agreement (Alternative Energy Partners, Inc.)

Legal Action. There shall not be pending or threatened in writing any action, proceeding, or other application before any court or governmental entity Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.. 3.2

Appears in 2 contracts

Samples: Acquisition Agreement (Material Technologies Inc /Ca/), Acquisition Agreement (MATECH Corp.)

Legal Action. There shall not be pending or threatened in writing any ------------- action, proceeding, or other application before any court or governmental entity - challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages or that would cause any of the transactions contemplated by this Agreement to be rescinded following consummation.

Appears in 2 contracts

Samples: Acquisition Agreement (Imaging Technologies Corp/Ca), Acquisition Agreement (Imaging Technologies Corp/Ca)

Legal Action. There shall not be any undisclosed pending or threatened in writing any action, proceeding, or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 1 contract

Samples: Acquisition Agreement (Alternative Energy Partners, Inc.)

Legal Action. There shall not be no pending or threatened in writing legal action or inquiry by any actionparty other than Buyer or the Company which challenges the validity or legality of or seeks or could reasonably be expected to prevent, proceeding, delay or other application before any court or governmental entity challenging or seeking to restrain or prohibit impose material and adverse conditions on the consummation of the transactions transaction contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 1 contract

Samples: Asset Purchase Agreement (WLR Foods Inc)

Legal Action. There shall will not be overtly threatened or pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Governmental Entity brought by any Person or Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages from Bridgeline or Seller as a result of such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bridgeline Software, Inc.)

Legal Action. There shall not be pending or threatened in writing any ------------- action, proceeding, or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages or that would cause any of the transactions contemplated by this Agreement to be rescinded following consummation.

Appears in 1 contract

Samples: Acquisition Agreement (Imaging Technologies Corp/Ca)

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Legal Action. There shall not be pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 1 contract

Samples: Acquisition Agreement (Homelife Inc)

Legal Action. There shall not be any threatened or pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Governmental Entity brought by any Governmental Entity (i) challenging or seeking to restrain or prohibit the consummation of the Merger or the other transactions contemplated by this Agreement, or (ii) seeking to obtain any material damagesdamages from Parent, Merger Sub or the Company as a result of the Merger or such other transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NantKwest, Inc.)

Legal Action. There shall not be pending or threatened in writing any ------------- action, proceeding, or other application before any court or governmental entity Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages.. 3.2

Appears in 1 contract

Samples: Acquisition Agreement (Imaging Technologies Corp/Ca)

Legal Action. There shall not be overtly threatened or pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Government Entity brought by any person or Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages caused by such transaction.

Appears in 1 contract

Samples: Stock Purchase Agreement (Wattage Monitor Inc)

Legal Action. There shall not be any threatened or pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Governmental Entity brought by any Person or Governmental Entity challenging or seeking to restrain or prohibit the consummation of the Merger or the other transactions contemplated by this Agreement, or seeking to obtain any material damages.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NantKwest, Inc.)

Legal Action. There shall not be any threatened or pending or threatened in writing any action, proceeding, proceeding or other application before any court or governmental entity Governmental Entity brought by any Governmental Entity challenging or seeking to restrain or prohibit the consummation of the Merger or the other transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages from Parent, Merger Sub or the Company as a result of the Merger or such other transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NantKwest, Inc.)

Legal Action. There shall will not be threatened or pending or threatened in writing any action, proceeding, ------------ proceeding or other application before any court or governmental entity Governmental Entity brought by any Person or Governmental Entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damagesdamages from Parent or Navigator as a result of such transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Greenwich Technology Partners Inc)

Legal Action. There shall not be pending or threatened in writing any action, proceeding, or other application before any court or governmental entity challenging or seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement, or seeking to obtain any material damages, or asserting any claim to the ASSETS.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Solei Systems, Inc.)

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