Common use of No Governmental Action Clause in Contracts

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by any of the Operative Documents, by any federal, state, local, or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the reasonable judgment of the Purchaser, (i) makes any of the transactions contemplated by this Agreement illegal, (ii) results in a material delay in the ability of the Purchaser to consummate any of the transactions contemplated by this Agreement, (iii) imposes material limitations on the ability of the Purchaser, other than those imposed by the Voting Agreement (as hereinafter defined) effectively to exercise full rights of ownership of the First Closing Shares including the right to vote the First Closing Shares on all matters properly presented to the stockholders of the Seller except as contemplated by the Voting Agreement, or (iv) otherwise prohibits, restricts, or materially delays consummation of any of the transactions contemplated by this Agreement.

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by any of the Operative Documents, this Agreement by any federal, state, local, or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the reasonable sole judgment of the Purchaser, (ia) makes any of the transactions contemplated by this Agreement illegal, (iib) results in a material delay in the ability of the Purchaser to consummate any of the transactions contemplated by this AgreementContemplated Transactions, (iiic) requires the divestiture by the Purchaser of any of the Rako Shares or of a material portion of the business of the Purchaser, or of Rako, (d) imposes material limitations on the ability of the Purchaser, other than those imposed by the Voting Agreement (as hereinafter defined) Purchaser effectively to exercise full rights of ownership of the First Closing Rako Shares including the right to vote the First Closing Shares such shares on all matters properly presented to the stockholders of the Seller except as contemplated by the Voting AgreementRako, or (ive) otherwise prohibits, restricts, or materially delays consummation of any of the transactions contemplated by this Agreement or impairs the contemplated benefits to the Purchaser of any of the transactions contemplated by this Agreement.

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by any of the Operative Documents, this Agreement by any federal, state, local, or other governmental authority Governmental Entity or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the reasonable judgment of the PurchaserParent or Merger-Sub, (ia) makes any of the transactions contemplated by this Agreement Agreement, illegal, (iib) results in a material delay in the ability of the Purchaser Parent or Merger-Sub to consummate any of the transactions contemplated by this Agreement, (iiic) requires the divestiture by Parent of any of the Outstanding Securities or of a material portion of the business of either Parent and its subsidiaries taken as a whole, or of VSE, (d) imposes material limitations on the ability of the Purchaser, other than those imposed by the Voting Agreement (as hereinafter defined) Parent or Merger-Sub effectively to exercise full rights of ownership of the First Closing Shares including the right to vote the First Closing Shares on all matters properly presented to the stockholders of the Seller except as contemplated by the Voting Agreementsuch shares, or (ive) otherwise prohibits, restricts, or materially delays consummation of any of the transactions contemplated by this Agreement or impairs the contemplated benefits to Parent or Merger-Sub of any of the transactions contemplated by this Agreement.