Common use of No Governmental Action Clause in Contracts

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Agreement by any federal, state, local, or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole judgment of the Stockholders, (a) makes any of the transactions contemplated by this Agreement illegal, (b) results in a delay in the ability of the Stockholders to consummate any of the transactions contemplated by this Agreement, or (c) otherwise prohibits, restricts, or delays consummation of any of the Contemplated Transactions or impairs the contemplated benefits to the Stockholders of any of the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rako Capital Corp), Stock Purchase Agreement (Osprey Investments Ii Inc)

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No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Agreement by any federal, state, local, local or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole judgment of the StockholdersShareholders, (a) makes any of the transactions contemplated by this Agreement Agreement, illegal, (b) results in a delay in the ability of the Stockholders Shareholders to consummate any of the transactions contemplated by this Agreement, or (c) otherwise prohibits, restricts, or delays consummation of any of the Contemplated Transactions transactions contemplated by this Agreement or impairs the contemplated benefits to the Stockholders Shareholders of any of the Contemplated Transactionstransactions contemplated by this Agreement.

Appears in 1 contract

Samples: Acquisition Agreement (Plume Creek Inc)

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Agreement by any federal, state, local, or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole reasonable judgment of the Qualified Stockholders, (a) makes any of the transactions contemplated by this Agreement illegal, (b) results in a delay in the ability of the Qualified Stockholders to consummate any of the transactions contemplated by this Agreement, (c) imposes material limitations on the ability of Qualified Stockholders effectively to exercise their rights hereunder or (cd) otherwise prohibits, materially restricts, or delays consummation of any of the Contemplated Transactions transactions contemplated by this Agreement or impairs the contemplated benefits to the Qualified Stockholders of any of the Contemplated Transactionstransactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Atc Group Services Inc /De/)

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Agreement by any federal, state, local, or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole judgment of the StockholdersSeller, (a) makes any of the transactions contemplated by this Agreement illegal, (b) results in a delay in the ability of the Stockholders Seller to consummate any of the transactions contemplated by this Agreement, or (c) otherwise prohibits, restricts, prohibits or delays restricts consummation of any of the Contemplated Transactions transactions contemplated by this Agreement or impairs the contemplated benefits to the Stockholders Seller of any of the Contemplated Transactionstransactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marketing Services Group Inc)

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No Governmental Action. There shall not have been any action taken, or any lawLaw, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Agreement by any federal, state, local, or other governmental authority Governmental Authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole but reasonable judgment of the StockholdersSellers, is reasonably likely to: (a) makes make any of the transactions contemplated by this Agreement illegal, ; (b) results result in a delay in the ability consummation of the Stockholders to consummate any of the transactions contemplated by this Agreement, ; or (c) otherwise prohibitsprohibit, restricts, restrict or delays delay consummation of any of the Contemplated Transactions transactions contemplated by this Agreement or impairs impair the contemplated benefits to Buyer and the Stockholders of any Sellers of the Contemplated Transactions.transactions contemplated by this Agreement. 9.15

Appears in 1 contract

Samples: Stock Purchase Agreement (Orbit International Corp)

No Governmental Action. There shall not have been any action taken, or any law, rule, regulation, order, judgment, or decree proposed, promulgated, enacted, entered, enforced, or deemed applicable to the transactions contemplated by this Merger Agreement by any federal, state, local, local or other governmental authority or by any court or other tribunal, including the entry of a preliminary or permanent injunction, which, in the sole judgment of the StockholdersShareholders, (a) makes any of the transactions contemplated by this Merger Agreement illegal, (b) results in a delay in the ability of the Stockholders Shareholders to consummate any of the transactions contemplated by this Merger Agreement, or (c) otherwise prohibits, restricts, or delays consummation of any of the Contemplated Transactions transactions contemplated by this Merger Agreement or impairs the contemplated benefits to the Stockholders Shareholders of any of the Contemplated Transactionstransactions contemplated by this Merger Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Marketing Services Group Inc)

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