Conditions to Obligations of Each Party. Each Party's obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions: (a) No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
Appears in 6 contracts
Sources: Share Acquisition Agreement, Share Acquisition Agreement (Sollensys Corp.), Agreement and Plan of Reorganization (Tradeshow Products, Inc.)
Conditions to Obligations of Each Party. Each Party's obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
(b) The Certificate of Merger shall have been filed simultaneously with the Closing.
Appears in 3 contracts
Sources: Merger Agreement (Aerobic Creations, Inc.), Merger Agreement (Marketshare Recovery Inc), Merger Agreement (Intrac Inc)
Conditions to Obligations of Each Party. Each Party's ’s obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
(b) The Certificate of Merger shall have been filed simultaneously with the Closing.
Appears in 3 contracts
Sources: Merger Agreement (Cascade Sled Dog Adventures Inc), Merger Agreement (Intrac Inc), Merger Agreement (Enlightened Gourmet, Inc.)
Conditions to Obligations of Each Party. Each Party's ’s obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) : No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
Appears in 2 contracts
Sources: Share Acquisition Agreement (OneMeta Inc.), Share Acquisition Agreement (OneMeta Inc.)
Conditions to Obligations of Each Party. Each Party's The obligations of each party to be performed under this Agreement and consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction condition, unless waived pursuant to Section 10.01 of this Agreement, that no court or waiver at Regulatory Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or prior to the Closing, of each of the following conditions:
entered any Law or Order (a) No temporary restraining orderwhether temporary, preliminary or permanent injunction permanent) or taken any other order issued by action which prohibits, materially restricts or makes illegal consummation of any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to of the transactions contemplated by this Agreement that makes consummation of such transactions illegalother Operative Documents.
Appears in 2 contracts
Sources: Agreement of Purchase and Sale (Teltronics Inc), Agreement of Purchase and Sale (Teltronics Inc)
Conditions to Obligations of Each Party. Each Party's The respective --------------------------------------- obligations of each party to this Agreement to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or waiver at or prior to the Closing, of each Closing Date of the following conditions:
(a) No temporary restraining conditions that no Governmental Entity shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, preliminary or permanent decree, injunction or other order issued (whether temporary, preliminary or permanent) which is in effect and which has the effect of making illegal the transactions contemplated by any governmental authority this Agreement or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the otherwise prohibiting consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegalAgreement.
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Conditions to Obligations of Each Party. Each Party's obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) : No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
Appears in 1 contract
Sources: Common Stock Purchase Agreement (Corporate Outfitters, Inc.)
Conditions to Obligations of Each Party. Each Party's The obligations of each Party to consummate the transactions contemplated by this Agreement is Agreement, and the effectiveness of the agreements set forth in Section 4.7 and 4.8, shall be subject to the satisfaction or waiver satisfaction, at or prior to the Closing, of each of the following conditions:
(a) No temporary restraining orderGovernmental Entity shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent injunction permanent) which is then in effect and has the effect of making the acquisition of Securities contemplated by this Agreement illegal or other order issued otherwise restricting, prohibiting or imposing material conditions upon consummation of the transactions contemplated by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation this Agreement.
(b) Consummation of the transactions contemplated by this Agreement shall be in effect not conflict with or shall be threatened, and there shall not be violate any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation provision of such transactions illegalLaw.
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Conditions to Obligations of Each Party. Each Party's ’s obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
Appears in 1 contract
Conditions to Obligations of Each Party. Each Party's ’s obligations to consummate the transactions contemplated by this Agreement is subject to the satisfaction or waiver at or prior to the Closing, of each of the following conditions:
(a) No temporary restraining order, preliminary or permanent injunction or other order issued by any governmental authority or other material legal restraint or prohibition issued or promulgated by a governmental authority preventing the consummation of the transactions contemplated by this Agreement shall be in effect or shall be threatened, and there shall not be any law or regulation enacted or deemed applicable to the transactions contemplated by this Agreement that makes consummation of such transactions illegal.
(b) The Certificate of Merger shall have been filed simultaneously with the Closing.
(c) The Sunset Merger shall have been completed.
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