Common use of No Governmental Litigation Clause in Contracts

No Governmental Litigation. There shall not be pending or threatened any Proceeding by any Governmental Entity, in each case that has a reasonable likelihood of success, (i) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to prohibit the consummation of the Merger or any other Transaction or seeking to obtain from the Company, Parent or Merger Sub any damages that are material in relation to the Company and the Company Subsidiaries taken as a whole, (ii) seeking to prohibit or limit the ownership or operation by the Company, Parent or any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability of Parent to acquire or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries as a result of the Transactions in amounts that are material in relation to the Company or the Transactions.

No Governmental Litigation. There shall not be pending or threatened any Legal Proceeding by in which a Governmental Body is or is threatened to become a party or is otherwise involved, and neither Parent nor the Company shall have received any communication from any Governmental Entity, Body in each case which such Governmental Body indicates that has a reasonable likelihood the commencement of success, any Legal Proceeding or taking of any other action is reasonably likely: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to restrain or prohibit the consummation of the Merger or any of the other Transaction or transactions contemplated by this Agreement; (b) relating to the Merger and seeking to obtain from the Company, Parent or Merger Sub any of the Acquired Corporations, any damages or other relief that are material in relation could reasonably be expected to have a Material Adverse Effect on Parent or a Material Adverse Effect on the Company and the Company Subsidiaries taken as a whole, Acquired Corporations; (iic) seeking to prohibit or limit in any material respect Parent's ability to vote, receive dividends with respect to or otherwise exercise ownership rights with respect to the ownership stock of the Surviving Corporation; (d) that could materially and adversely affect the right of Parent or operation by any of the CompanyAcquired Corporations to own the assets or operate the business of the Acquired Corporations; or (e) seeking to compel any of the Acquired Corporations, Parent or any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability Subsidiary of Parent to acquire dispose of or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in hold separate any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries assets as a result of the Transactions in amounts that are material in relation to Merger or any of the Company or the Transactionsother transactions contemplated by this Agreement.

No Governmental Litigation. There shall not be pending or threatened any Legal Proceeding by in which a Governmental Body (other than a court or similar tribunal) is or is threatened to become a party or is otherwise involved, and neither Parent nor the Company shall have received any communication from any Governmental Entity, in each case that has Body (other than a reasonable likelihood court or similar tribunal)in which such Governmental Body indicates the possibility of success, commencing any Legal Proceeding or taking any other action: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to restrain or prohibit the consummation of the Merger or any of the other Transaction or transactions contemplated by this Agreement; (b) relating to the Merger and seeking to obtain from the Company, Parent or Merger Sub any of its subsidiaries, any damages or other relief that are may be material in relation to the Company and the Company Subsidiaries taken as a whole, Parent; (iic) seeking to prohibit or limit the ownership or operation by the Company, Parent or any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability of Parent to acquire or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in any material respect Parent's ability to vote, receive dividends with respect to or otherwise exercise ownership rights with respect to the stock of the Surviving Corporation; (d) which would materially and adversely affect the right of Parent, the Surviving Corporation or any Subsidiary of Parent to own the assets or operate the business or operations of the Company and the Company Subsidiaries, Acquired Companies; or (ve) seeking to impose damages on Parentcompel Parent or the Company, the Company or any subsidiary of their respective subsidiaries Parent or the Company, to dispose of or hold separate any material assets, as a result of the Transactions in amounts that are material in relation to Merger or any of the Company or the Transactionsother transactions contemplated by this Agreement.

No Governmental Litigation. There shall not be pending or threatened any Legal Proceeding by in which a Governmental Body is a party, and neither Parent nor any Acquired Corporation shall have received any written communication from any Governmental Entity, Body in each case that has which such Governmental Body indicates a reasonable material likelihood of success, commencing any Legal Proceeding or taking any other action: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to restrain or prohibit the consummation of the Merger or any of the other Transaction transactions contemplated by this Agreement; (b) relating to the Merger or any of the other transactions contemplated by this Agreement and seeking to obtain from the Company, Parent or Merger Sub any of the Acquired Corporations any damages or other relief that are may be material in relation to Parent or the Company and the Company Subsidiaries taken as a whole, Acquired Corporations; (iic) seeking to prohibit or limit in any material respect Parent’s ability to vote, transfer, receive dividends with respect to or otherwise exercise ownership rights with respect to the ownership stock of the Surviving Corporation; (d) that could materially and adversely affect the right or operation by ability of Parent or any of the CompanyAcquired Corporations to own the assets or operate the business of any of the Acquired Corporations; (e) seeking to compel any of the Acquired Corporations, Parent or any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability Subsidiary of Parent to acquire dispose of or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in hold separate any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries assets as a result of the Transactions Merger or any of the other transactions contemplated by this Agreement; or (f) seeking to impose (or that could result in amounts that are material in relation to the Company imposition of) any criminal sanctions or liability on any of the TransactionsAcquired Corporations.

No Governmental Litigation. There shall not be pending or threatened any Proceeding by in which a Governmental Body is or is threatened to become a party or is otherwise involved or either Parent or the Company shall have received a communication from any Governmental Entity, Body in each case that has a reasonable likelihood which such Governmental Body indicates the intention of success, commencing any Proceeding or taking any other action: (i) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to prohibit restrain, prohibit, rescind or unwind the consummation of the Merger or any of the other Transaction transactions contemplated by the Agreement; (ii) relating to the Merger or any of the other transactions contemplated by the Agreement and seeking to obtain from Parent or the Company, any damages or other relief that may be material to Parent or Merger Sub any damages that are material in relation to the Company and the Company Subsidiaries taken as a whole, Company; (iiiii) seeking to prohibit or limit in any material respect Parent’s or Acquisition Sub’s ability to vote, receive dividends with respect to or otherwise exercise ownership rights with respect to the ownership stock of the Surviving Corporation; (iv) that could materially and adversely affect the right of Parent or operation by the Company to own the Assets or operate the business of the Company, Parent or ; (v) seeking to compel any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability Subsidiary of Parent to acquire dispose of or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in hold separate any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries Assets as a result of the Transactions Merger or any of the other transactions contemplated by the Agreement; or (vi) seeking to impose (or that could result in amounts that are material in relation to the Company imposition of) any criminal sanctions or liability on the TransactionsCompany.

No Governmental Litigation. There shall not be pending or threatened any Legal Proceeding by any in which a Governmental Entity, in each case that has Body is or is threatened to become a reasonable likelihood of success, party or a participant: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to prohibit restrain, prohibit, rescind or unwind the consummation of the Merger or any of the other Transaction transactions contemplated by this Agreement; (b) relating to the Merger or any of the other transactions contemplated by this Agreement and seeking to obtain from the Company, Parent or Merger Sub any of its Subsidiaries or any of the Acquired Corporations any damages or other relief that are could reasonably be expected to be material in relation to Parent or the Company and the Company Subsidiaries taken as a whole, Acquired Corporations; (iic) seeking to prohibit or limit the ownership or operation by the Company, Parent or any of their respective subsidiaries of any material portion of the business or assets of the Company, Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability of Parent to acquire or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in any material respect the business ability of Parent or operations any affiliate of Parent to vote, transfer, receive dividends with respect to or otherwise exercise ownership rights with respect to the share capital of the Company Surviving Corporation; (d) that could materially and adversely affect the Company Subsidiariesright or ability of Parent, any affiliate of Parent or any of the Acquired Corporations to own any of the material assets or operate the business of any of the Acquired Corporations; (ve) seeking to impose damages on Parentcompel any of the Acquired Corporations, the Company Parent or any Subsidiary of their respective subsidiaries Parent to dispose of or hold separate any material assets or business as a result of the Transactions Merger or any of the other transactions contemplated by this Agreement; or (f) seeking to impose (or that, if adversely determined, could reasonably be expected to result in amounts that are material in relation to the Company or the Transactions.imposition

No Governmental Litigation. There shall not be pending or overtly threatened any Legal Proceeding by in which a Governmental Body is or is overtly threatened to become a party or is otherwise involved, and neither Parent nor the Company shall have received any communication from any Governmental Entity, Body in each case that has a reasonable likelihood which such Governmental Body indicates the probability of success, commencing any Legal Proceeding or taking any other action: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to restrain or prohibit the consummation of the Merger; (b) relating to the Merger or any other Transaction or and seeking to obtain from the Company, Parent or Merger Sub any of its Subsidiaries, or any of the Acquired Corporations, any damages or other relief that are would be material in relation to the Company and the Company Subsidiaries taken as a whole, Parent; (iic) seeking to prohibit or limit in any material respect Parent's ability to vote, receive dividends with respect to or otherwise exercise ownership rights with respect to the ownership or operation by stock of any of the Company, Acquired Corporations; (d) which would materially and adversely affect the right of Parent or any of their respective subsidiaries of any material portion the Acquired Corporations to own the assets or operate the business of the business Acquired Corporations; or assets of (e) seeking to compel Parent or the Company, or any Subsidiary of Parent or any of their respective subsidiaries, taken as a whole, (iii) seeking to impose limitations on the ability of Parent to acquire or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent dispose of or any of its subsidiaries from effectively controlling in hold separate any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries assets as a result of the Transactions in amounts that are material in relation to Merger or any of the Company or the Transactionsother transactions contemplated by this Agreement.

No Governmental Litigation. There shall not be pending or threatened in writing any Legal Proceeding by in which a Governmental Body is, or is threatened to, become a party or is otherwise involved, and neither Parent nor the Company shall have received any communication from any Governmental Entity, Body in each case that has which such Governmental Body indicates a reasonable material likelihood of success, commencing any Legal Proceeding or taking any other action: (ia) challenging the acquisition by Parent or Merger Sub of any Company Ordinary Shares, seeking to restrain or prohibit the consummation of the Merger or any of the other Transaction transactions contemplated by this Agreement; (b) relating to the Merger or any of the other transactions contemplated by this Agreement and seeking to obtain from the Company, Parent or Merger Sub any of the Acquired Corporations any damages or other relief that are may be material in relation to Parent or the Company and the Company Subsidiaries taken as a whole, Acquired Corporations; (iic) seeking to prohibit or limit the ownership or operation by the Company, Parent or any of their respective subsidiaries of in any material portion respect Parent’s ability to vote, transfer, receive dividends with respect to or otherwise exercise ownership rights with respect to the stock of the business or Surviving Corporation; (d) that would reasonably be expected to materially and adversely affect the assets of the Company, Parent or any of their respective subsidiariesAcquired Corporations, taken as a whole, or the business of the Acquired Corporations, taken as a whole; (iiie) seeking to impose limitations on compel any of the ability Acquired Corporations, Parent or any Subsidiary of Parent to acquire dispose of or hold, or exercise full rights of ownership of, any Company Ordinary Shares, including the right to vote the Company Ordinary Shares purchased by it on all matters properly presented to the shareholders of the Company, (iv) seeking to prohibit Parent or any of its subsidiaries from effectively controlling in hold separate any material respect the business or operations of the Company and the Company Subsidiaries, or (v) seeking to impose damages on Parent, the Company or any of their respective subsidiaries assets as a result of the Transactions Merger or any of the other transactions contemplated by this Agreement; or (f) seeking to impose (or that would reasonably be expected to result in amounts that are the imposition of) any material in relation to liability or criminal sanctions on any of the Company Acquired Corporations or any of the Transactionsofficers or directors of any of the Acquired Corporations.