Common use of Legal Actions or Proceedings Clause in Contracts

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated hereby.

Appears in 20 contracts

Samples: Securities Purchase Agreement (United Surgical Partners International Inc), Registration Rights Agreement (United Surgical Partners International Inc), Agreement and Plan of Merger (Globespan Inc/De)

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Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking that is reasonably likely to restrain, prohibit, invalidate violate or otherwise affect the consummation of the transactions contemplated hereby.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc), Agreement and Plan of Reorganization (Fiberstars Inc /Ca/), Purchase and Sale Agreement (Transcoastal Marine Services Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted by any party or threatened by any governmental department, agency or authority, in either case seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated hereby.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Med E America Corp), Stock Purchase Agreement (Golden Sky Systems Inc), Stock Purchase Agreement (Golden Sky Systems Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would, if adversely decided, have a Material Adverse Effect.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Med E America Corp), Note Purchase Agreement (Accom Inc), Asset Purchase Agreement (Med E America Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would, if adversely decided, have a Material Adverse Effect on the Business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (GHS Inc), Asset Purchase Agreement (Health Management Systems Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened in writing by any governmental agency seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated hereby.Transactions;

Appears in 2 contracts

Samples: Asset Purchase Agreement (Penn National Gaming Inc), Asset Purchase Agreement (Penn National Gaming Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation consumma- tion of the transactions contemplated herebyhereby or which would, if adversely decided, have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Med E America Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would, if adversely decided, have a material adverse affect on the business, properties or condition (financial or other) or prospects of GENCC and its subsidiaries.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Med E America Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated hereby. .3.5.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atc Healthcare Inc /De/)

Legal Actions or Proceedings. No legal action or proceeding shall ---------------------------- have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or by any Additional Agreement or that would, if adversely decided, materially adversely affect the operations or financial condition of the Source Business.

Appears in 1 contract

Samples: Agreement (National Data Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect impair the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Recapitalization Agreement (Protocol Communications Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated hereby.hereby or which would, if adversely decided, have a material adverse effect on the financial condition or operations of the Business, any of the Assets or the ability of HMS or the Seller, as the case may be,

Appears in 1 contract

Samples: Asset Purchase Agreement (Health Management Systems Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would, if adversely decided, have a material adverse affect on the business, properties or condition (financial or other) or prospects of the Company and its subsidiaries.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Med E America Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened by any governmental agency seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyTransactions.

Appears in 1 contract

Samples: Stock Purchase Agreement (International Realty Group Inc)

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Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking to restrain, prohibit, invalidate or otherwise materially adversely affect the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Health Management Systems Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking which would reasonably be expected to restrain, prohibit, prohibit or invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would reasonably be expected to cause a Material Adverse Change.

Appears in 1 contract

Samples: Asset Purchase Agreement (Audio Book Club Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking that is reasonably likely to (i) restrain, prohibit, invalidate prohibit or otherwise affect the consummation of the transactions contemplated herebyhereby or (ii) have a Material Adverse Effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (First Interstate Bancsystem Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking which would reasonably be expected to restrain, prohibit, prohibit or invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would reasonably be expected to cause a Buyer Material Adverse Change with respect to Buyer's business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Audio Book Club Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking which would reasonable be expected to restrain, prohibit, prohibit or invalidate or otherwise affect the consummation of the transactions contemplated herebycontemplated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Anteon Corp)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or overtly threatened by any governmental agency seeking to restrain, prohibit, invalidate or otherwise affect the consummation of the transactions contemplated herebyTransactions.

Appears in 1 contract

Samples: Worldwide Purchase and Sale Agreement (Continental Global Group Inc)

Legal Actions or Proceedings. No legal action or proceeding shall have been instituted or threatened seeking which would reasonably be expected to restrain, prohibit, prohibit or invalidate or otherwise affect the consummation of the transactions contemplated herebyhereby or which would reasonably be expected to cause a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Anteon Corp)

Legal Actions or Proceedings. No legal action or ---------------------------- proceeding shall have been instituted or threatened seeking that is reasonably likely to restrain, prohibit, invalidate violate or otherwise affect materially the consummation of the transactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Jwgenesis Financial Corp /)

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