Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 115 contracts
Samples: Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Stock Purchase Agreement, LLC Ownership Interest Purchase Agreement (Vystar Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 44 contracts
Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BIMI International Medical Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 26 contracts
Samples: Asset Purchase Agreement, Agreement and Plan of Reorganization (Zaldiva Inc), Asset Purchase Agreement (Winnebago Industries Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 25 contracts
Samples: Asset Purchase Agreement (cbdMD, Inc.), Asset Purchase Agreement, Asset Purchase Agreement (Intercloud Systems, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 11 contracts
Samples: Asset Purchase Agreement (Emrise CORP), Asset Purchase Agreement (Best Energy Services, Inc.), Stock Purchase Agreement (Hybrook Resources Corp.)
Certain Proceedings. There is no Proceeding pending Proceeding that has been commenced against Buyer and that challenges, or may could have the effect of preventing, delaying, making illegal, imposing limitations or conditions on, or otherwise interfering with, any of the Contemplated TransactionsTransaction. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 10 contracts
Samples: Stock Purchase Agreement, Limited Liability Company Membership Interest Purchase Agreement (Cannapharmarx, Inc.), Share Purchase Agreement (Xspand Products Lab, Inc.)
Certain Proceedings. There is no pending or Threatened Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 9 contracts
Samples: Stock Purchase Agreement (Astec Industries Inc), Stock Purchase Agreement (Astec Industries Inc), Stock Purchase Agreement (Astec Industries Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer or Acquisition and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionscontemplated transactions. To Buyer's Knowledgeand Acquisition's knowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 8 contracts
Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated herein. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 8 contracts
Samples: Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 7 contracts
Samples: Unit Purchase Agreement (Source Interlink Companies Inc), Unit Purchase Agreement (Source Interlink Companies Inc), Stock Purchase Agreement (Argent Capital Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, challenges or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 7 contracts
Samples: Stock Purchase Agreement (Star Energy Corp), Stock Purchase Agreement (Sockeye Seafood Group Inc), Share Exchange Agreement (SFH I Acquisition Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatened.
Appears in 7 contracts
Samples: Membership Interest Purchase Agreement (Gryphon Gold Corp), Stock Purchase Agreement (Network Cn Inc), Share Purchase Agreement (Quicklogic Corporation)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Pogo Producing Co), Stock Purchase Agreement (Imageware Systems Inc), Purchase and Sale Agreement (Pogo Producing Co)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Photomedex Inc), Stock Sale and Purchase Agreement (Prestige Brands International, LLC), Stock Purchase Agreement (Ivc Industries Inc)
Certain Proceedings. There As of the date hereof, there is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge’s knowledge, no such Proceeding proceeding has been Threatenedthreatened as of the date hereof.
Appears in 5 contracts
Samples: Membership Interest Purchase Agreement (Global Technologies LTD), Membership Interest Purchase Agreement (Global Technologies LTD), Interest Purchase Agreement (Focus Venture Partners, Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge’s knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Kimball Electronics, Inc.), Asset Purchase and Contribution Agreement (Fox Factory Holding Corp), Stock Purchase Agreement
Certain Proceedings. There is no pending Proceeding legal proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, there exist no grounds for such Proceeding proceeding, nor has any such proceeding been Threatenedthreatened.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 5 contracts
Samples: Agreement and Bill of Sale (Acacia Diversified Holdings, Inc.), Common Stock Purchase Agreement (Telesource International Inc), Common Stock Purchase Agreement (Telesource International Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Knowledge of Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Courier Corp), Stock Purchase Agreement (Isg Resources Inc), Stock Purchase Agreement (Edo Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been ThreatenedThreatened in writing and no event has occurred or circumstance exist that may give rise to or serve as a basis for the commencement of any Proceeding.
Appears in 5 contracts
Samples: Joint Venture Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 4 contracts
Samples: Stock Purchase Agreement (China Liberal Education Holdings LTD), Stock Purchase Agreement (China Liberal Education Holdings LTD), Stock Purchase Agreement (BOQI International Medical, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer Purchaser and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To BuyerPurchaser's Knowledge, no such Proceeding has been Threatened.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Per Se Technologies Inc), Stock Purchase Agreement (United Stationers Supply Co), Stock Purchase Agreement (NHP Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 4 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced proceeding against Buyer and ------------------- that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated by this Agreement. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may would reasonably be expected to have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's Knowledgeknowledge, no such Proceeding has been Threatened.
Appears in 3 contracts
Samples: Equity Purchase Agreement (Miracor Diagnostics Inc), Equity Purchase Agreement (Miracor Diagnostics Inc), Stock Purchase Agreement (Fremont General Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, this Agreement or any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Spindle, Inc.), Asset Purchase Agreement (Spindle, Inc.), Asset Purchase Agreement (Spindle, Inc.)
Certain Proceedings. There As of the date hereof, there is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been ThreatenedThreatened as of the date hereof.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Broadwind Energy, Inc.), Stock Purchase Agreement (Titan Energy Worldwide, Inc.), Stock Purchase Agreement (Tower Tech Holdings Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated hereunder. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Transatlantic Petroleum Ltd.), Option Agreement (Transatlantic Petroleum Ltd.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been ThreatenedThreatened and no event has occurred or circumstance exists that may give rise to or serve as a basis for the commencement of any Proceeding.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated hereunder. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Arcadia Resources, Inc), Stock Purchase Agreement (Arcadia Resources, Inc), Stock Purchase Agreement (Critical Home Care Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, this Agreement or any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Augme Technologies, Inc.), Asset Purchase Agreement (Augme Technologies, Inc.), Asset Purchase Agreement (Augme Technologies, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Knowledge of Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (Hi-Crush Partners LP), Membership Interest Purchase Agreement
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any with the performance of this Agreement or the Contemplated Transactionstransactions contemplated herein. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Stock Purchase Agreement (NewGen Technologies, Inc), Stock Purchase Agreement (Titan Global Holdings, Inc.), Stock Purchase Agreement (Titan Global Holdings, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Nexgen Biofuels LTD), Asset Purchase Agreement (Matrixx Initiatives Inc), Asset Purchase Agreement (Nexgen Biofuels LTD)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer Buyers and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Buyers' Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Purchase Agreement (Franklin Covey Co), Purchase Agreement (School Specialty Inc), Purchase Agreement (Franklin Covey Co)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Allete Inc), Asset Purchase Agreement (Pentacon Inc), Asset Purchase Agreement (Anixter International Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and Purchaser that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Purchaser’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (Stony Hill Corp.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with,, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Morton Industrial Group Inc), Stock Purchase Agreement (Morton Industrial Group Inc), Stock Purchase Agreement (Morton Industrial Group Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated hereby. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Meadowbrook Rehabilitation Group Inc), Asset Purchase Agreement (Andersen Group Inc), Asset Purchase Agreement (Newcare Health Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer Purchaser and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgethe Knowledge of Purchaser, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Eastern Insurance Holdings, Inc.), Share Purchase Agreement (Galen Holdings PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, Transactions and no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (CPM Holdings, Inc.), Stock Purchase Agreement (CPM Holdings, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatenedthreatened and there are no facts or circumstances reasonably likely to result in such a Proceeding.
Appears in 2 contracts
Samples: Stock Purchase Agreement (WHX Corp), Stock Purchase Agreement (Worthington Industries Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated in this Agreement. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Global Industrial Technologies Inc), Asset Purchase Agreement (Global Industrial Technologies Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer or Parent and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Buyer and Parent’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ceco Environmental Corp), Asset Purchase Agreement (Ceco Environmental Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Except as set forth on Schedule 4.3, to Buyer's Knowledge, no such Proceeding has been ThreatenedThreatened in writing and no event has occurred or circumstance exist that may give rise to or serve as a basis for the commencement of any Proceeding.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase, Redemption and Contribution Agreement (Compass Group Diversified Holdings LLC), Equity Purchase Agreement (Polymedica Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against any Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, the performance of any of the Contemplated TransactionsBuyer's obligations hereunder. To each Buyer's Knowledgeknowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may would have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Knowledge of Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Interest Purchase Agreement (Scripps E W Co /De), Interest Purchase Agreement (Iconix Brand Group, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against any Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To each Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced against either Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Buyers' Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Loews Cineplex Entertainment Corp), Partnership Interests Purchase Agreement (Texas Industries Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Except as set forth on Part 4.3 of the Disclosure Schedule, to Buyer's Knowledge, no such Proceeding has been ThreatenedThreatened in writing and no event has occurred or circumstance exist that may give rise to or serve as a basis for the commencement of any Proceeding.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc)
Certain Proceedings. There is no pending No Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Luna Innovations Inc), Asset Purchase Agreement (Luna Innovations Inc)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, challenges or may have the effect affect of preventing, delaying, delaying making illegal, illegal or otherwise interfering with, with any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatened.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Platinum Entertainment Inc), Purchase and Sale Agreement (K Tel International Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer Purchaser and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's KnowledgePurchaser’s actual knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Merit Medical Systems Inc), Asset Purchase Agreement (Merit Medical Systems Inc)
Certain Proceedings. There is no pending Proceeding Action that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge’s knowledge, no such Proceeding Action has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Market Leader, Inc.), Asset Purchase Agreement (Tree.com, Inc.)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, or making illegal, or otherwise interfering with, any the execution or consummation of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthis Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Berlitz International Inc), Stock Purchase Agreement (Benesse Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the knowledge of Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Limited Liability Company Ownership Interest (Generex Biotechnology Corp), Limited Liability Company Ownership Interest Purchase Agreement (Arcadia Resources, Inc)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated by this Agreement. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Us Home & Garden Inc), Stock Purchase Agreement (Us Home & Garden Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, this Agreement or any of the Contemplated Transactionstransactions contemplated hereby. To Buyer's ’s Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Cardiotech International Inc), Stock Purchase Agreement (Cardiotech International Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge’s knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Curative Health Services Inc), Share Purchase Agreement (Sandisk Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aviat Networks, Inc.), Asset Purchase Agreement (Chad Therapeutics Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Iv Purchase Agreement (Atlas Industries Holdings LLC), Stock and Real Estate Purchase Agreement (American Locker Group Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To No event has occurred or, to Buyer's Knowledge’s knowledge, no circumstance exists that would reasonably be expected to give rise to or serve as a basis for the commencement of any such Proceeding has been ThreatenedProceeding.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mesa Laboratories Inc /Co), Asset Purchase Agreement (Mesa Laboratories Inc /Co)
Certain Proceedings. There is no pending Proceeding that has been commenced by or against Buyer and or SRT that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Willis Lease Finance Corp), Member Interest Purchase Agreement (Willis Lease Finance Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Techteam Global Inc), Asset Purchase Agreement (Big Dog Holdings Inc)
Certain Proceedings. There is no pending Proceeding that has been ------------------- commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Alliance Semiconductor Corp /De/), Share Purchase Agreement (Sandisk Corp)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, materially delaying making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Dailey Petroleum Services Corp), Stock Purchase and Sale Agreement (Dailey Petroleum Services Corp)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated TransactionsTransactions contemplated hereby. To the Knowledge of Buyer's Knowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Dataram Corp), Asset Purchase Agreement (Dataram Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against either Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's KnowledgeBuyers’ knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Compass Diversified Holdings)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransaction contemplated herein. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ply Gem Holdings Inc), Stock Purchase Agreement (Fortune Brands Home & Security, Inc.)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionswith this transaction. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (International Game Technology), Stock Purchase Agreement (Acres Gaming Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against either Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To each Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase and Contribution Agreement (Nordstrom Inc), Stock Purchase Agreement (Rexx Environmental Corp)
Certain Proceedings. There is no pending Proceeding legal proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated hereby. To Buyer's Knowledgeknowledge, there exist no grounds for such Proceeding proceeding, nor has any such proceeding been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated TransactionsTransactions contemplated hereby. To Buyer's Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Edo Corp), Stock Purchase Agreement (Edo Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Acquisition Agreement (Carnegie International Corp), Acquisition Agreement (Carnegie International Corp)
Certain Proceedings. There No Proceeding is no pending Proceeding that or, to Buyer’s Knowledge, has been commenced Threatened against Buyer and that challenges, or may could reasonably be expected to have the effect of preventing, delaying, making illegal, or otherwise materially interfering with, any of the Contemplated Transactions. To Buyer's Knowledge, no such Proceeding has been Threatenedthis transaction.
Appears in 2 contracts
Samples: Purchase Agreement (Crown Pacific Partners L P), Asset Purchase Agreement (Crown Pacific Partners L P)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledge’s knowledge, no such Proceeding has been Threatenedthreatened (orally or in writing).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Level20 Inc.), Asset Purchase Agreement (Power 3 Medical Products Inc)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionscontemplated transactions in this Agreement. To Buyer's Knowledge’s knowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Transfer Agreement (CHS Inc), Stock Transfer Agreement (CHS Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatenedthreatened (orally or in writing).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Advanced Bio/Chem Inc), Asset Purchase Agreement (Power 3 Medical Products Inc)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and Seller that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionscontemplated transactions in this Agreement. To Buyer's KnowledgeSeller’s knowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Stock Transfer Agreement (CHS Inc), Stock Transfer Agreement (CHS Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated by the Transaction Documents. To Buyer's Knowledgeknowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Medicis Pharmaceutical Corp), Stock Purchase Agreement (Advancepcs)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: 5 Agreement (American Standard Companies Inc), Stock Purchase Agreement (Signal Apparel Company Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated hereby. To the Knowledge of Buyer's Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Neos Therapeutics, Inc.)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any Buyer's performance of the Contemplated TransactionsAgreement or the consummation by Buyer of the transaction contemplated hereby. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatened.threatened. ARTICLE V
Appears in 2 contracts
Samples: Asset Purchase Agreement (Associates First Capital Corp), Asset Purchase Agreement (Associates First Capital Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against any Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated TransactionsTransactions or that may adversely affect the ability of any Buyer to perform its obligations hereunder. To Buyer's Buyers’ Knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Marquee Holdings Inc.), Stock Purchase Agreement (Amc Entertainment Inc)
Certain Proceedings. There is no pending Proceeding that has been commenced against any Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, the performance of any of the Contemplated TransactionsBuyer’s obligations hereunder. To each Buyer's Knowledge’s knowledge, no such Proceeding has been Threatened.
Appears in 2 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been ThreatenedThreatened and no event has occurred or circumstance exist that may give rise to or serve as a basis for the commencement of any such Proceeding.
Appears in 2 contracts
Samples: Asset Purchase Agreement (BOSTON OMAHA Corp), Asset Purchase Agreement (BOSTON OMAHA Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against such Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated TransactionsAcquisition. To such Buyer's Knowledge’s knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 1 contract
Samples: Asset Purchase Agreement (Fox Factory Holding Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer or Guarantor and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the best of Buyer's Knowledgeor Guarantor's knowledge, information and belief, no such Proceeding has been Threatened.
Appears in 1 contract
Certain Proceedings. There is no pending Proceeding that has been commenced against either Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, illegal or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 1 contract
Samples: Asset Purchase Agreement (Industrial Enterprises of America, Inc.)
Certain Proceedings. There is no Proceeding pending Proceeding that has been commenced against Buyer and that challenges, or may could have the effect of preventing, delaying, making illegal, imposing limitations or conditions on, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (Addus HomeCare Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer Buyers and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Buyers' Knowledge, no such Proceeding has been Threatened.
Appears in 1 contract
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may would reasonably be expected to have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated by the Transaction Documents. To the Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 1 contract
Certain Proceedings. There is no Proceeding pending Proceeding that has been ------------------- commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgeknowledge, no such Proceeding proceeding has been Threatenedthreatened.
Appears in 1 contract
Samples: Purchase Agreement (Commercial Aggregates Transportation & Sales LLC)
Certain Proceedings. There is no pending Proceeding proceeding that has been commenced against Buyer and Seller that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's Knowledgetransactions contemplated under this Agreement, and no such Proceeding proceeding has been Threatenedthreatened.
Appears in 1 contract
Samples: Put Agreement (Ermenegildo Zegna Holditalia S.p.A.)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and or Subsidiary that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To Buyer's and Subsidiary's Knowledge, no such Proceeding has been Threatened.
Appears in 1 contract
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the best of Buyer's Actual Knowledge, no such Proceeding has been Threatened.
Appears in 1 contract
Certain Proceedings. There is no pending Proceeding that has been commenced against the Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactions. To the Buyer's Knowledge’s knowledge, no such Proceeding has been Threatened.
Appears in 1 contract
Samples: Asset Purchase Agreement (Alliance Bankshares Corp)
Certain Proceedings. There is no pending Proceeding that has been commenced against Buyer and that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, any of the Contemplated Transactionstransactions contemplated by this Agreement or the Ancillary Agreements to which Buyer is or will be a party. To Buyer's ’s Knowledge, no such Proceeding has been Threatenedthreatened.
Appears in 1 contract
