Common use of No Actions, Suits or Proceedings Clause in Contracts

No Actions, Suits or Proceedings. No Order shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser shall be pending, and the Purchaser shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (Alphatec Holdings, Inc.)

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No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of RESO and the parties to this AgreementShareholder or THK and RESO Merger Sub, as the case may be, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser RESO or THK shall be pending, and the Purchaser RESO or THK shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement (Cgi Holding Corp)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser shall be pending, and the Purchaser shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (St. Bernard Software, Inc.)

No Actions, Suits or Proceedings. No Order order of any court or governmental authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other DocumentsAgreement. No Litigation litigation shall be pending or, to the Knowledge of the parties to this Agreement, or threatened, before any Court court or Governmental Authority governmental authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including character, including, without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser Company shall be pending, pending and the Purchaser Company shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Master Acquisition Agreement (Laserlock Technologies Inc)

No Actions, Suits or Proceedings. No Order shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser Seller shall be pending, and the Purchaser Seller shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (Alphatec Holdings, Inc.)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge knowledge of the parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement Agreement, any of the other Documents or the consummation of the transactions contemplated herebyhereby or thereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser or the Parent shall be pending, and neither the Purchaser nor the Parent shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fibernet Telecom Group Inc\)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser 20/20 shall be pending, and the Purchaser 20/20 shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital Growth Systems Inc /Fl/)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, delaying the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser relating to iLead shall be pending, and the Purchaser iLead shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Think Partnership Inc)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser Capital Partners or a Capital Partners Subsidiary shall be pending, and the Purchaser neither Capital Partners nor any Capital Partners Subsidiary shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Health Partnership Inc.)

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No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, (except to the extent disclosed in this Agreement), before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser 20/20 shall be pending, and the Purchaser 20/20 shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital Growth Systems Inc /Fl/)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, delaying the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser of Litmus or THK shall be pending, and the Purchaser neither THK nor Litmus shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement (Cgi Holding Corp)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement Agreement, the Certificate of Merger and the other Definitive Documents. No Action or Litigation shall be pending or, to the Knowledge of the parties to this Agreement, or threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement Agreement, the Certificate of Merger, the other Definitive Documents, or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser Cogility shall be pending, and the Purchaser Cogility shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acquired Sales Corp)

No Actions, Suits or Proceedings. No Order of any Court or ------------------------------------ Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge knowledge of the parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement Agreement, any of the other Documents or the consummation of the transactions contemplated herebyhereby or thereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser or the Parent shall be pending, and neither the Purchaser nor the Parent shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gateway Realty New Jersey LLC)

No Actions, Suits or Proceedings. No Order of any Court or Governmental Authority shall have been issued restraining, prohibiting, restricting or delaying, the consummation of the transactions contemplated by this Agreement and the other Documents. No Litigation shall be pending or, to the Knowledge of the parties Parties to this Agreement, threatened, before any Court or Governmental Authority to restrain, prohibit, restrict or delay, or to obtain damages or a discovery order in respect of this Agreement or the consummation of the transactions contemplated hereby. No insolvency proceeding of any character including without limitation, bankruptcy, receivership, reorganization, dissolution or arrangement with creditors, voluntary or involuntary, affecting the Purchaser Global Capacity shall be pending, and the Purchaser Global Capacity shall not have taken any action in contemplation of, or which would constitute the basis for, the institution of any such proceedings.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital Growth Systems Inc /Fl/)

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