Common use of Legal Proceeding Clause in Contracts

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 91 contracts

Samples: Agreement and Plan of Merger (Borland Software Corp), Agreement and Plan of Merger and Reorganization (Netscout Systems Inc), Agreement of Merger (Taro Pharmaceutical Industries LTD)

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Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Chordiant Software Inc), Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, charge, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.), Agreement and Plan of Merger (Trius Therapeutics Inc), Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, complaint, litigation, arbitration, arbitration or any administrative proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation ) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelBody.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Kite Pharma, Inc.), Agreement and Plan of Merger (Stemline Therapeutics Inc)

Legal Proceeding. “Legal Proceeding” shall mean means any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Transmeta Corp), Agreement and Plan of Merger (Peplin Inc), Agreement and Plan of Merger (Versant Corp)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, arbitration or other proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) (or any hearing, inquiry, audit, audit or examination of which any Acquired Corporation is or investigation becomes aware) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Maxim Integrated Products Inc), Agreement and Plan of Merger (Volterra Semiconductor Corp), Agreement and Plan of Merger (Maxim Integrated Products Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) (or any hearing, inquiry, audit, audit or examination of which the Company is or investigation becomes aware) commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Riverbed Technology, Inc.), Agreement and Plan of Merger (Opnet Technologies Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination hearing or investigation commenced, brought, conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panelBody.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Intercept Pharmaceuticals, Inc.), Agreement and Plan of Merger (Array Biopharma Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel (but excluding ordinary course prosecution proceedings before the U.S. Patent and Trademark Office, U.S. Copyright Office and other IP registries).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ixys Corp /De/), Agreement and Plan of Merger (Zilog Inc)

Legal Proceeding. Legal Proceeding" shall mean any ongoing or threatened action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Titan Corp), Agreement and Plan of Merger (Titan Corp)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Authority or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Amylin Pharmaceuticals Inc)

Legal Proceeding. “Legal Proceeding” shall mean any claim action, suit, charge, complaint, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commencedcommenced or brought by any Person, brought, and conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enernoc Inc), Agreement and Plan of Merger (Enel Green Power North America, Inc.)

Legal Proceeding. “Legal Proceeding” shall mean (a) any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), ) or hearing, ; or (b) any inquiry, audit, examination or investigation that is known to the subject party, in either case, commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, brought or conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alpha Innotech Corp)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, brought or conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement of Merger (HPL Technologies Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, litigation or legal proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard commenced by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Stock Purchase Agreement (Boxlight Corp)

Legal Proceeding. “Legal Proceeding” shall mean any actionlawsuit, suitcourt action or legal, litigationgovernmental, arbitration, administrative or arbitration proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator investigation or arbitration panelinquiry by a Governmental Entity, in all cases of which, the Company has received notice.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acer Inc)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, hearing conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Merger and Reorganization (Pharmacopeia Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Entity or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Noncompetition and Nonsolicitation Agreement (Palmsource Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel located in the United States.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cysive Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, before any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Business Combination Agreement (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, charge, complaint, litigation, arbitration, mediation, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination examination, citation, summons, claim, demand, qui tam action, subpoena, or investigation commenced, brought, conducted or heard (whether formally or informally, whether publicly or privately) by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

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

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Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Va Software Corp)

Legal Proceeding. “Legal Proceeding” shall will mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding and any informal proceeding), prosecution, contest, hearing, inquiry, inquest, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, tax, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Share Purchase Agreement (Applied Materials Inc /De)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, claim, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

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

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, claim, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gilead Sciences Inc)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body Entity or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Pixelworks Inc)

Legal Proceeding. “Legal Proceeding” shall mean any ongoing or threatened action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Catalyst International Inc)

Legal Proceeding. “Legal Proceeding” shall mean any actionclaim, suitlawsuit, litigationcourt action or other court proceeding, arbitration, proceeding (including any civilgovernmental or administrative investigation, criminal, administrative, investigative audit or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Xenoport Inc)

Legal Proceeding. Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding and any informal proceeding), prosecution, contest, hearing, inquiry, inquest, audit, examination or investigation that is, has been or may in the future be commenced, brought, conducted or heard by or before, or that otherwise involvinghas involved or may involve, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cerprobe Corp)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Broadsoft Inc)

Legal Proceeding. “Legal Proceeding” shall mean means any action, suit, charge, complaint, claim, mediation, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sequenom Inc)

Legal Proceeding. “Legal Proceeding” shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panelpanel (including those relating to any Environmental Laws).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Genoptix Inc)

Legal Proceeding. “Legal Proceeding" shall mean any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), hearing, inquiry, audit, examination or investigation commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)

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