Common use of No Injunctions or Restraints; Illegality Clause in Contracts

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolio.

Appears in 19 contracts

Samples: Agreement and Plan of Reorganization (Thrivent Series Fund Inc), Agreement and Plan of Reorganization (Thrivent Series Fund Inc), Agreement and Plan of Reorganization (Thrivent Series Fund Inc)

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No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring PortfolioFund.

Appears in 9 contracts

Samples: Agreement and Plan of Reorganization (Thrivent Mutual Funds), Agreement and Plan of Reorganization (Thrivent Mutual Funds), Form of Agreement and Plan of Reorganization (Thrivent Mutual Funds)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order (whether temporary, preliminary or permanent) issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which restrains, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding brought by any state, local or federal government agency or entity person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation law or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes restrains, enjoins or otherwise prohibits the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfoliocontemplated.

Appears in 5 contracts

Samples: Patent and Technology License And (Q BioMed Inc.), Patent and Technology License and Purchase Agreement (Hansen Medical Inc), Patent and Technology License and Purchase Agreement (Hansen Medical Inc)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect that prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local Governmental Authority or federal government agency or entity any other Person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which that makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Ballard Power Systems Inc.), Asset Purchase Agreement (Digirad Corp), Asset Purchase Agreement (Icad Inc)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions transaction contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfoliohereby illegal.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Amazing Technologies Corp.), Stock Purchase Agreement (Amazing Technologies Corp.)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a governmental authority seeking any of the foregoing be pending. There shall not have been any No action taken or by any governmental authority, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 2 contracts

Samples: Joint Venture Agreement (Sunpower Corp), Joint Venture Agreement (Sunpower Corp)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cardium Therapeutics, Inc.), Asset Purchase Agreement (Cardium Therapeutics, Inc.)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other similar order (whether temporary, preliminary or permanent) issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Proceeding brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.

Appears in 2 contracts

Samples: Stock Purchase Agreement (DJSP Enterprises, Inc.), Stock Purchase Agreement (Homeland Security Capital CORP)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction injunction, or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the Merger shall have been issued, nor shall any proceeding brought by a United States administrative agency or commission or other United States Governmental Body seeking any of the foregoing be pending; and no statute, rule, regulation, or order shall be enacted, entered, enforced, or deemed applicable to the Merger which makes the consummation of the Merger illegal or enjoins the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity seeking any of the foregoing be pending. There shall not have been any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolio.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Analysts International Corp), Agreement and Plan of Merger (Computer Horizons Corp)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order similar Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.

Appears in 2 contracts

Samples: Asset Purchase Agreement (DJSP Enterprises, Inc.), Asset Purchase Agreement (Homeland Security Capital CORP)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction injunction, judgment or other order issued by Order restraining, enjoining or otherwise prohibiting any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Contemplated Transactions shall be in effecthave been entered, issued, rendered or made, nor shall any proceeding by any state, local or federal government agency or entity Proceeding seeking any of the foregoing be pending. There commenced, pending or threatened in writing; nor shall not have been there be any action taken or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, Law in effect which makes consummation of the Contemplated Transactions illegal or otherwise prohibits or prevents the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring PortfolioContemplated Transactions.

Appears in 2 contracts

Samples: Put Option Agreement, Put Option Agreement (Monitronics International Inc)

No Injunctions or Restraints; Illegality. No There exists no temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effectAgreement, nor shall any proceeding be brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal illegal. In the event an injunction or which has a material adverse effect on business operations of the Acquiring Portfolioother order shall have been issued, each party agrees to use its reasonable diligent efforts to have such injunction or other order lifted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Landec Corp \Ca\)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a governmental authority seeking any of the foregoing be pending. There shall not have been any No action taken or by any governmental authority, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal. *** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Appears in 1 contract

Samples: Joint Venture Agreement (Sunpower Corp)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect which prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local or federal government agency or entity Governmental Authority seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which makes the consummation of the transactions such transactions, as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein, illegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Wave2Wave Communications, Inc.)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement hereby shall be in effecthave been issued, nor shall any proceeding brought by any state, local a domestic or federal government foreign administrative agency or entity commission or other domestic or foreign Governmental Entity or other third party, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, parties hereto which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Phoenix Technologies LTD)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Merger shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Sandisk Corp)

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No Injunctions or Restraints; Illegality. No temporary restraining ---------------------------------------- order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement purchase and sale of the Shares shall be in effect, nor shall any proceeding brought by any state, local or federal government administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; and there shall not have been be any action taken taken, or any statute, rule, regulation or order Law enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementpurchase and sale of the Shares, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Renaissance Worldwide Inc)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Transactions shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There pending or threatened; and there shall not have been be any action taken taken, or any statute, rule, regulation or order (whether temporary, preliminary or permanent) enacted, entered, entered or enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement Transactions illegal or which has a material adverse effect on business operations of prevents or prohibits the Acquiring PortfolioTransactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ticketmaster)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or entity Governmental Entity seeking any of the foregoing which has a reasonable likelihood of success be pending. There shall not have been be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the their consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Plan Of (Tpi Enterprises Inc)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Acquisition shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable applicable, and be in full force and effect on the Closing Date, to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Share Purchase Agreement (Sunpower Corp)

No Injunctions or Restraints; Illegality. No ---------------------------------------- temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Yptel Agreement (Advanced Communications Group Inc/De/)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any proceeding by any state, local or federal government agency or governmental entity seeking any of the foregoing which has a reasonable likelihood of success be pending. There shall not have been be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the their consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Civitas Bankgroup Inc

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order decree issued by any court or agency of competent jurisdiction or other legal restraint or prohibition (an "Injunction") preventing the consummation of the transactions contemplated by this Agreement shall be in effect, nor shall any effect and no proceeding initiated by any state, local or federal government agency or governmental entity seeking any of the foregoing an injunction shall be pending. There shall not have been any action taken or any No statute, rule, regulation regulation, order, injunction or order decree shall have been enacted, entered, promulgated or enforced by any governmental entity which prohibits, restricts or deemed applicable to the transactions contemplated by this Agreement, which makes the illegal consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring PortfolioAgreement.

Appears in 1 contract

Samples: Asset Sale Agreement (Nui Corp)

No Injunctions or Restraints; Illegality. No temporary restraining ---------------------------------------- order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing the consummation of the Acquisition or any other transactions contemplated by this Agreement hereby shall be in effect, nor shall any proceeding brought by any state, local or federal government an administrative agency or entity commission or other governmental authority or instrumentality, domestic or foreign, seeking any of the foregoing be pending. There ; nor shall not have been there be any action taken taken, or any statute, rule, regulation or order enacted, entered, enforced or deemed applicable to the Acquisition, or any such other transactions contemplated by this Agreementhereby, which makes the consummation of the transactions contemplated by this Agreement illegal Acquisition or which has a material adverse effect on business operations of the Acquiring Portfolioany other transaction illegal.

Appears in 1 contract

Samples: Asset Purchase Agreement (Autodesk Inc)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order issued by any court of competent jurisdiction or other legal or regulatory restraint or prohibition (an “Injunction”) preventing the consummation of the transactions contemplated by this Agreement Acquisition shall be in effect, nor shall any proceeding brought by any state, local or federal government agency or entity a Governmental Entity seeking any of the foregoing be pending. There shall not have been any No action taken or by any Governmental Entity, and no statute, rule, regulation or order shall have been enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreement, which makes the consummation of the transactions contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioillegal.

Appears in 1 contract

Samples: Stock Purchase Agreement (Satimo S.A.)

No Injunctions or Restraints; Illegality. No temporary restraining order, preliminary or permanent injunction or other order Order (whether temporary, preliminary or permanent) issued by any court Court of competent jurisdiction or other legal restraint or prohibition (an “Injunction”) preventing shall be in effect that prevents the consummation of the transactions contemplated by this Agreement shall be in effecthereby, nor shall any proceeding Action brought by any state, local Governmental Authority or federal government agency or entity any other Person seeking any of the foregoing be pending. There , and there shall not have been be any action taken taken, or any statute, rule, regulation Law or order Order enacted, entered, enforced or deemed applicable to the transactions contemplated by this Agreementhereby, which that makes the consummation of the such transactions as contemplated by this Agreement illegal or which has a material adverse effect on business operations of the Acquiring Portfolioherein illegal.

Appears in 1 contract

Samples: Asset Purchase Agreement (ONE Group Hospitality, Inc.)

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