No Opposition Clause Samples
The No Opposition clause prohibits one party from objecting to or challenging certain actions, decisions, or rights specified in the agreement. In practice, this might mean that a party agrees not to contest the validity of a patent, trademark, or other intellectual property, or not to oppose a regulatory filing or application made by the other party. The core function of this clause is to prevent disputes or delays by ensuring that one party cannot hinder the other’s progress or rights through formal opposition, thereby promoting cooperation and legal certainty.
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No Opposition. Each of the Investors severally undertakes that it shall not exercise its rights as a shareholder or creditor of the Company or through its nominee directors of the Company to prevent any Investor or the Company from exercising its rights to enforce the obligations of the Investors and/or the Company to alter the share capital of the Company as set out in this Agreement. Notwithstanding any other provision of this Agreement or any agreement or document to be entered into in connection with it, the parties agree that: (i) upon RBS issuing the Effective Notice in accordance with Clause 3.2.1 their respective obligations under Clauses 4.1 and 4.2 shall be unconditional and irrevocable; and (ii) from the Final Completion Date their respective obligations under Clause 4.3 shall be unconditional (subject to any anti-trust, regulatory or other approvals that are required) and irrevocable.
No Opposition. No suit, action or proceeding shall be pending or threatened at any time prior to or on the Closing Date before or by any court or governmental body seeking to restrain or prohibit, or damages or other relief in connection with, the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby or which might materially and adversely affect the business or properties or condition, financial or other, or results of operations of Seller.
No Opposition. No suit, action, or proceeding shall be pending or threatened on the Closing Date before or by any court or governmental authority seeking to restrain or prohibit the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby.
No Opposition. No suit, action or proceeding shall be pending or overtly threatened on the Transfer Date before or by any court or Governmental Entity seeking to restrain or prohibit the consummation of the transactions contemplated by this Agreement.
No Opposition. No suit, action or proceeding shall be pending or threatened against the Company at any time prior to or on the Closing Date before or by any court or governmental body seeking to restrain or prohibit, or seeking damages or other relief in connection with, the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby or which might materially and adversely affect the business or properties or condition, financial or other, or results of operations of the Company.
No Opposition. Shareholder agrees that he or she shall not take, or cause to be taken, any action that (i) is reasonably likely to result in a breach of any representation, warranty, covenant or other obligation of Redwood Empire or NBR under the Plan or that is reasonably likely to preclude fulfillment of a condition precedent under the Plan to Redwood Empire's or NBR's obligation to consummate either of the Mergers or (ii) is intended to, or is reasonably likely to, impede, interfere with, delay, postpone, discourage or adversely affect either of the Mergers or any of the other transactions contemplated by the Plan.
No Opposition. Prior to the Expiration Date, the Securityholder agrees not to take, or cause to be taken, any action in its capacity as a stockholder of the Company that would prevent the consummation of the Transaction and the transactions contemplated by the Merger Agreement. Prior to the Expiration Date, the Securityholder agrees to take, or cause to be taken in its capacity as a stockholder of the Company, all actions necessary to effect the Transaction and the transactions contemplated by the Merger Agreement.
No Opposition. Prior to the Expiration Date and subject to Section 9.16, the Stockholder agrees not to take, or cause to be taken, any action inconsistent with the consummation of the Company Merger and the transactions contemplated by the Merger Agreement. Prior to the Expiration Date, the Stockholder agrees to take, or cause to be taken, all actions necessary to facilitate, encourage or otherwise support the Company Merger and the transactions contemplated by the Merger Agreement.
No Opposition. The Stockholder agrees not to take, or cause to be taken, any action inconsistent with the consummation of the Merger and the transactions contemplated by the Merger Agreement. The Stockholder agrees to take, or cause to be taken, all actions necessary to facilitate, encourage or otherwise support the Merger and the transactions contemplated by the Merger Agreement. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THE COVENANTS AND AGREMENTS CONTAINED IN THIS AGREEMENT SHALL NOT BE DEEMED TO PROHIBIT THE STOCKHOLDER, ACTING AS A DIRECTOR OF OLYMPIC (IF APPLICABLE), FROM EXERCISING HIS FIDUCIARY OBLIGATIONS IN THE EVENT OF A SUPERIOR PROPOSAL WITH RESPECT TO OLYMPIC
No Opposition. The Roche Entities represent and warrant that they have not filed any opposition in the European Patent Office to Tanox's patent No. EP-B-407392 relating to Anti-IgE Antibodies or taken any other actions to re oppose, request the examination of, or otherwise challenge the validity or enforceability, directly or indirectly, of any Tanox patents covering Anti-IgE Antibodies.