Common use of Orders and Laws Clause in Contracts

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to Investor, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (a) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investor, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, or (b) wherein an unfavorable Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investor.

Appears in 2 contracts

Samples: Investment Agreement (Chadmoore Wireless Group Inc), Investment Agreement (Moore Robert W/Nv)

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Orders and Laws. There Except as previously disclosed to the Lenders or contained in the SEC Reports, there shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorAgreements, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investorto, the Company or any SubsidiariesLenders, the Co-Borrowers, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or any of the Operative Agreements or present a reasonable risk of damages to Investorthe Lenders.

Appears in 2 contracts

Samples: Senior Secured Credit Agreement (Skyline Multimedia Entertainment Inc), Secured Credit Agreement (Prospect Street Nyc Discovery Fund Lp)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to Investorany Lender, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to Investorto, the Company or any SubsidiariesLender, any Borrower, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or therebyhereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorany Lender.

Appears in 2 contracts

Samples: Senior Credit Agreement (Skyline Multimedia Entertainment Inc), Senior Credit Agreement (Prospect Street Nyc Discovery Fund Lp)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements other Transaction Documents or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements other Transaction Documents to Investorsuch Holder, and there shall not be pending or threatened on the Closing Date any Action action, claim, lawsuit or Proceeding proceeding in, before or by any Governmental Person or regulatory authority seeking the imposition of monetary damages, injunctive or other action (a) equitable relief against such Holder, which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability of any such Law to Investorthe Holders, any of the Company or Companies, any Subsidiaries, Subsidiary thereof or the transactions contemplated by this Agreement or any of the Operative Agreements other Transaction Documents of any such Law. For the avoidance of doubt, or the "Merger" (bas such term is defined in the Investors' Agreement) wherein an unfavorable Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events is a transaction contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investor.

Appears in 1 contract

Samples: Employment Agreement (Inland Resources Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorBuyer, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorBuyer any Seller, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorBuyer.

Appears in 1 contract

Samples: Purchase Agreement (Flo Fill Co Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to any Investor, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation promulgation, or deemed applicability to Investor, any Owner, Xxxxxxxxx, the Company Company, or any Subsidiaries, or of the transactions contemplated by this Agreement or any of the Operative Agreements Agreements, of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to any Investor.

Appears in 1 contract

Samples: Investment Agreement (Spartan Motors Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, any of the Acquired Companies, the Company or any Subsidiaries, Seller or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorthe Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Flo Fill Co Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, the Company or Company, any SubsidiariesSubsidiary, any Seller or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorPurchaser.

Appears in 1 contract

Samples: Stock Purchase Agreement (Jan Bell Marketing Inc)

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Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation con­summation of any of the transactions contemplated by this Agreement or any of the Operative Agreements Agree­ment or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, CI Group, or the Services Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorPurchaser.

Appears in 1 contract

Samples: Purchase Agreement (Cyber Supply Inc.)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, enactment or promulgation or deemed applicability to Investor, the Company or any Subsidiaries, or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Finlay Enterprises Inc /De)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorPurchaser, and there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorPurchaser, the Company or Company, any Subsidiaries, Subsidiary or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or therebyhereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to Investorthe Purchaser.

Appears in 1 contract

Samples: Note Purchase Agreement (Skyline Multimedia Entertainment Inc)

Orders and Laws. There shall not be in effect on the Closing Date any Order or Law restraining, enjoining or otherwise prohibiting or making illegal the consummation of any of the transactions contemplated by this Agreement or any of the Operative Agreements or which could reasonably be expected to otherwise result in a material diminution of the benefits of the transactions contemplated by this Agreement or any of the Operative Agreements to InvestorJan Xxxx, and xxd there shall not be pending or threatened on the Closing Date any Action or Proceeding or any other action (ai) which could reasonably be expected to result in the issuance of any such Order or the enactment, promulgation or deemed applicability to InvestorJan Xxxx, the Company or xxe Company, any Subsidiaries, Subsidiary or the transactions contemplated by this Agreement or any of the Operative Agreements of any such Law, ; or (bii) wherein an unfavorable judgment, decree or Order would prevent the carrying out of this Agreement or any of the Operative Agreements or any of the transactions or events contemplated hereby or thereby, declare unlawful any of the transactions or events contemplated by this Agreement or present a risk of damages to InvestorJan Xxxx.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jan Bell Marketing Inc)

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