Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 85 contracts
Samples: Securities Purchase Agreement (Regulus Therapeutics Inc.), Securities Purchase Agreement (Taysha Gene Therapies, Inc.), Securities Purchase Agreement (UroGen Pharma Ltd.)
Absence of Litigation. No action, suit or proceeding challenging before any court or any governmental body or authority, pertaining to the transaction contemplated by this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closingits consummation, shall have been instituted or be pending threatened on or before any court, arbitrator, governmental body, agency or officialthe Closing Date.
Appears in 22 contracts
Samples: Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Asset Purchase Agreement (B2Digital, Inc.), United Business Services Asset Purchase Agreement (Chequemate International Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against the Company before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 14 contracts
Samples: Securities Purchase Agreement (Fermavir Pharmaceuticals, Inc.), Securities Purchase Agreement (Tao Minerals Ltd.), Securities Purchase Agreement (Xenomics Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or officialGovernmental Authority.
Appears in 10 contracts
Samples: Stock Issuance Agreement (Immunome Inc.), Share Purchase Agreement (ProQR Therapeutics N.V.), Stock Purchase Agreement (Vir Biotechnology, Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the Related Agreements or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Fuelcell Energy Inc), Securities Purchase Agreement (NRG Energy, Inc.), Securities Purchase Agreement (Fuelcell Energy Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Foghorn Therapeutics Inc.), Stock Purchase Agreement (Outlook Therapeutics, Inc.), Stock Purchase Agreement (Sangamo Therapeutics, Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the applicable Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Ionis Pharmaceuticals Inc), Stock Purchase Agreement (Akcea Therapeutics, Inc.), Option, Collaboration and License Agreement (Conatus Pharmaceuticals Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 5 contracts
Samples: Share Purchase Agreement (Semiconductor Manufacturing International Corp), Share Purchase Agreement (Datang Telecom Technology & Industry Holdings LTD), Share Purchase Agreement
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 4 contracts
Samples: Convertible Note Purchase Agreement (Avistar Communications Corp), Convertible Note Purchase Agreement (Avistar Communications Corp), Common Stock Purchase Agreement (Avistar Communications Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyTransactions, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 4 contracts
Samples: Securities Purchase Agreement (California BanCorp), Securities Purchase Agreement (Commerce Union Bancshares, Inc.), Securities Purchase Agreement (FB Financial Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Foghorn Therapeutics Inc.), Option Agreement (Inhibrx, Inc.), Stock Purchase Agreement (Ionis Pharmaceuticals Inc)
Absence of Litigation. No action, suit or proceeding challenging before any court or any governmental body or authority, pertaining to the transaction contemplated by this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the ClosingAgreement, shall have been instituted or be pending threatened on or before any court, arbitrator, governmental body, agency or official.the closing date,
Appears in 2 contracts
Samples: Agreement of Purchase and Sale (Tri National Development Corp), Agreement of Purchase and Sale (Tri National Development Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, Proceeding shall have been instituted or be pending before any courtThreatened on or prior to the Closing Date seeking to enjoin, arbitratorrestrain, governmental bodyinvalidate, agency prohibit, avoid, set aside or officialrender illegal in whole or in part the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Taurus Entertainment Companies Inc), Asset Purchase Agreement (Sterling Construction Co Inc)
Absence of Litigation. No proceeding which could reasonably be expected to succeed on its merits challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the ClosingClosing or the closing of the Merger, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Securities Purchase Agreement (FinTech Acquisition Corp), Securities Purchase Agreement (FinTech Acquisition Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, Closing shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Herschkowitz Samuel), Securities Purchase Agreement (Skyline Medical Inc.)
Absence of Litigation. No action, suit or proceeding challenging this Agreement Agreement, the other Related Documents or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (KFX Inc), Common Stock and Warrant Purchase Agreement (KFX Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the First Closing, shall have been instituted instituted, threatened or be pending before any court, arbitrator, governmental body, agency official or officialGovernmental Authority.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Amarin Corp Plc\uk), Deposit Agreement (Amarin Corp Plc\uk)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Second Closing, shall have been instituted instituted, threatened or be pending before any court, arbitrator, governmental body, agency official or officialGovernmental Authority.
Appears in 2 contracts
Samples: Deposit Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (Amarin Corp Plc\uk)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the applicable Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Regulus Therapeutics Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the First Tranche Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Memory Pharmaceuticals Corp), Stock Purchase Agreement (Memory Pharmaceuticals Corp)
Absence of Litigation. No proceeding initiated by a Governmental Authority and challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prohibit or prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Arcellx, Inc.), Common Stock Purchase Agreement (Arcellx, Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to obtain damages or prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against the Company before any court, arbitrator, governmental body, agency or officialGovernmental Entity and shall be pending.
Appears in 2 contracts
Samples: Purchase Agreement (Coeur D Alene Mines Corp), Purchase Agreement (Coeur D Alene Mines Corp)
Absence of Litigation. No action, suit or proceeding challenging before any court or governmental body or authority, pertaining to the transaction contemplated by this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closingits consummation, shall have been instituted or be pending threatened on or before any court, arbitrator, governmental body, agency or officialthe Closing Date other than listed in paragraph 3.13.
Appears in 2 contracts
Samples: Agreement (Health Sciences Group Inc), Agreement (Health Sciences Group Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted instituted, threatened or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (Amarin Corp Plc\uk)
Absence of Litigation. No proceeding challenging this Agreement Agreement, --------------------- the other Related Documents or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 1 contract
Samples: Rights Agreement (KFX Inc)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.Governmental Authority. (b)
Appears in 1 contract
Absence of Litigation. No proceeding Legal Proceeding which could reasonably be expected to succeed on its merits challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the ClosingClosing or the closing of the Merger, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or officialGovernmental Entity.
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Pacific Oak Residential Trust, Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to obtain damages or prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against the Company before any court, arbitrator, governmental body, agency or officialentity and shall be pending.
Appears in 1 contract
Absence of Litigation. No action, suit, or proceeding challenging before any court or any government body or authority, pertaining to this Agreement, to any Employment Agreement or the transactions to any transaction contemplated hereby, hereby or seeking to prohibit, alter, prevent or materially delay the Closingthereby, shall have been instituted and remain pending or be pending threatened on or before any court, arbitrator, governmental body, agency or officialthe Closing Date.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the other Transaction Documents or the transactions contemplated herebyhereby and thereby, or seeking to prohibit, alter, prevent or materially delay the First Tranche Closing, shall have been instituted or be pending before any courtGovernmental Entity, arbitrator, governmental body, agency or official.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or any of the other Transaction Documents or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 1 contract
Samples: Securities Purchase Agreement (Anebulo Pharmaceuticals, Inc.)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted instituted, threatened or be pending before any court, arbitrator, governmental body, agency official or officialGovernmental Authority.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or other Transaction Documents or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the other Transaction Documents or the transactions contemplated herebyhereby and thereby, or seeking to prohibit, alter, prevent or materially delay the Second Tranche Closing, shall have been instituted or be pending before any courtGovernmental Entity, arbitrator, governmental body, agency or official.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to obtain damages or prohibit, alter, prevent or materially delay the Closing, Closing shall have been instituted or be pending against the Company before any court, arbitrator, governmental body, agency or officialGovernmental Entity and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, Closing shall have been instituted or be pending against the Purchasers before any court, arbitrator, governmental body, agency or officialGovernmental Entity and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, materially alter, prevent or materially delay the Closing, shall have been instituted or be pending before by any court, arbitrator, governmental body, agency or officialofficial and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against the Investor before any court, arbitrator, governmental body, agency or officialentity and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against any Purchaser before any court, arbitrator, governmental body, agency or officialGovernmental Entity and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending against the Purchasers before any court, arbitrator, governmental body, agency or officialGovernmental Entity and shall be pending.
Appears in 1 contract
Absence of Litigation. No proceeding Proceeding challenging this Agreement the Transaction Documents or the transactions contemplated herebythereby, or seeking to prohibit, alter, prevent or materially delay the such Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official, and no Material Adverse Effect with respect to the Company since the date hereof shall have occurred.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency arbitrator or officialAuthority.
Appears in 1 contract
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.. β
Appears in 1 contract
Samples: Stock Purchase Agreement (Coherus BioSciences, Inc.)
Absence of Litigation. No proceeding challenging this Agreement and the Warrants or the transactions contemplated herebyhereby and thereby, or seeking to prohibit, alter, prevent or materially delay the First Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 1 contract
Samples: Securities Purchase Agreement (Memory Pharmaceuticals Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Second Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 1 contract
Samples: Securities Purchase Agreement (Memory Pharmaceuticals Corp)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, governmental body, agency or officialGovernmental Authority.
Appears in 1 contract
Samples: Registration Rights Agreement (Precision Biosciences Inc)
Absence of Litigation. No proceeding initiated by a governmental authority and challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prohibit or prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Denali Therapeutics Inc.)
Absence of Litigation. No proceeding challenging this Agreement Agreement, the other Related Documents or the transactions contemplated herebyhereby or thereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall have been instituted or be pending before any court, arbitrator, arbitrator or governmental body, agency or officialofficial and shall be pending.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Westcliff Capital Management LLC/Ca)
Absence of Litigation. No proceeding challenging this Agreement or the transactions contemplated hereby, or seeking to prohibit, alter, prevent or materially delay the Closing, shall will have been instituted or be pending before any court, arbitrator, governmental body, agency or official.. 80254187_15
Appears in 1 contract
Samples: Stock Purchase Agreement (Sangamo Therapeutics, Inc)