Common use of No Material Adverse Effect; No Proceedings Clause in Contracts

No Material Adverse Effect; No Proceedings. No Material Adverse Effect shall have occurred or been discovered by BSC since the Agreement Date, and no order, stay, decree, judgment or injunction shall have been entered, issued or enforced by any court of competent jurisdiction prohibiting the Transactions, and no action shall have been taken by any Governmental Authority, or any statute, regulation or order enacted, entered, enforced or deemed applicable to the Transactions, that makes the consummation of any of the Transactions illegal or substantially deprives BSC of any of the material anticipated benefits of the Transactions, taken as a whole;

No Material Adverse Effect; No Proceedings. No Material Adverse Effect shall have occurred or been discovered by BSC since the Agreement Date, and no order, stay, decree, judgment or injunction shall have been entered, issued or enforced by any court of competent jurisdiction prohibiting the transactions contemplated by this Agreement, including the issuance of the Notes and the Conversion Shares (collectively, the “Transactions”), and no action shall have been taken by any Governmental Authority, or any statute, regulation or order enacted, entered, enforced or deemed applicable to the Transactions, that makes the consummation of any of the Transactions illegal or substantially deprives BSC of any of the material anticipated benefits of the Transactions, taken as a wholeillegal;