Common use of Proceedings Clause in Contracts

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 72 contracts

Samples: Share Purchase Agreement (Standard Register Co), Asset Purchase Agreement (Boundless Motor Sports Racing Inc), Asset Purchase Agreement (Boundless Motor Sports Racing Inc)

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Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 70 contracts

Samples: Asset Purchase Agreement (E-Dentist Com Inc), Asset Purchase Agreement (Physicians Resource Group Inc), Asset Contribution Agreement (Pentegra Dental Group Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 56 contracts

Samples: Share Purchase Agreement (Standard Register Co), Asset Purchase Agreement (Boundless Motor Sports Racing Inc), Asset Purchase Agreement (Boundless Motor Sports Racing Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyby this Agreement.

Appears in 31 contracts

Samples: Business Purchase Agreement (EnzymeBioSystems), Business Purchase and Sale Agreement (Smack Sportswear), Asset Purchase Agreement (Dialpoint Communications Corp)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened threatened, orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Y-Tel International Inc), Asset Purchase Agreement (American Homestar Corp), Agreement and Plan of Merger (Ladin William E Jr)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyTransactions.

Appears in 7 contracts

Samples: Asset Purchase Agreement (Powerwave Technologies Inc), Agreement and Plan of Merger (Lion Capital Holdings Inc), Asset Purchase Agreement (Diversified Corporate Resources Inc)

Proceedings. No action, proceeding precaution or order by any court or governmental body or agency shall have been threatened threatened, orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writingwriting or otherwise, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyTransaction.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Diversified Corporate Resources Inc), Agreement (Diversified Corporate Resources Inc), Purchase Agreement (Diversified Corporate Resources Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency or third party shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyby this Agreement or which would materially affect the ability of the Purchaser to consummate the transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Fossil Inc), Document Asset Purchase Agreement (Fossil Inc), Asset Purchase Agreement (Fossil Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit restrain, enjoins or, otherwise prohibits the carrying out of the transactions contemplated herebyby this Agreement.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Moving Bytes Inc), Asset Purchase Agreement (Universal Broadband Communications Inc), Stock Exchange Agreement and Plan of Reorganization (Universal Broadband Communications Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain restrain, enjoins or prohibit otherwise prohibits the carrying out of the transactions contemplated herebyby this Agreement.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Moving Bytes Inc), Asset Purchase Agreement (Universal Broadband Communications Inc), Stock Exchange Agreement and Plan of Reorganization (Universal Broadband Communications Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ilinc Communications Inc), Asset Purchase Agreement (Edt Learning Inc)

Proceedings. No suit, action, order, or other proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted instituted, or entered to restrain or prohibit the carrying out of the transactions contemplated herebyby this Agreement, including without limitation the Tower Services Agreement and the Tower Lease Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (LCC International Inc), Asset Purchase Agreement (LCC International Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyhereby and no bankruptcy proceeding involving Seller shall have commenced.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ilinc Communications Inc), Asset Purchase Agreement (Edt Learning Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebythis transactions.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Worthington Energy, Inc.)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writingwriting or otherwise, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyTransactions.

Appears in 1 contract

Samples: Asset Purchase Agreement (Powerwave Technologies Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.;

Appears in 1 contract

Samples: Contract of Sale (Boundless Motor Sports Racing Inc)

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Proceedings. No action, proceeding or order by any state or federal court or state or federal governmental body or agency or official shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyhereby or to condemn any of the Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Reliability Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency Governmental Authority shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyby this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (First Aviation Services Inc)

Proceedings. No action, proceeding or order by any court or ----------- governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Equimed Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyhereby or that would, in the sole discretion of Purchaser and its counsel, make it inadvisable for Purchaser to close this transaction.

Appears in 1 contract

Samples: Asset Purchase Agreement (Omni Energy Services Corp)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened orally or in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Reliability Inc)

Proceedings. No action, proceeding or order by any court or governmental body or agency Governmental Authority shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyhereby or that would cause any of the transactions contemplated by this Agreement to be rescinded following consummation.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Huffy Corp)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebythis transactions.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Worthington Energy, Inc.)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated herebyby Us Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacific Industrial Corp)

Proceedings. No action, proceeding or order by any court or governmental body or agency shall have been threatened in writing, asserted, instituted or entered to restrain or prohibit the carrying out of the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Reliability Inc)

Proceedings. No action, proceeding Proceeding or order by any court or governmental body or agency authority which could have a Material Adverse Effect shall have been threatened in writing, asserted, instituted or entered to which may restrain or prohibit the carrying out of the transactions contemplated herebyby this Agreement.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Wolseley PLC)

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