Common use of Proceedings and Orders Clause in Contracts

Proceedings and Orders. Except as set forth in Schedule 4.05 of the Buyer Disclosure Schedules, the Buyer (i) is not subject to any outstanding Order, and (ii) is not party to any pending Proceeding or, to the Knowledge of the Buyer, Threatened Proceeding, that would, in any case, prohibit or materially impair the Buyer’s ability to perform its obligations under this Agreement or to complete the Transactions in accordance with the terms of this Agreement and the Ancillary Documents.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Veeco Instruments Inc), Stock Purchase Agreement (Bruker Corp)

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Proceedings and Orders. Except as set forth in on Schedule 4.05 3.5 of the Buyer Disclosure Schedules, the Buyer (i) is not subject to or affected by any outstanding Order, and nor (ii) is not a party to any pending Proceeding or, to the Knowledge of the Buyer, Threatened Proceeding, that which would, in any each case, be material to Buyer or prohibit or materially impair the Buyer’s ability to perform its obligations under this Agreement or to complete the Transactions transactions contemplated hereby in accordance with the terms of this Agreement and the Ancillary DocumentsAgreements.

Appears in 1 contract

Samples: Asset Purchase Agreement (Navisite Inc)

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Proceedings and Orders. Except as set forth in on Schedule 4.05 6.05 of the Buyer Disclosure Schedules, the Buyer (ia) is not subject to or affected by any outstanding Order, Order and (iib) is not party to any pending Proceeding or, to the Knowledge knowledge of the Buyer, Threatened Proceeding, that would, in any case, prohibit or materially impair the Buyer’s ability to perform its obligations under this Agreement or to complete the Transactions in accordance with the terms of this Agreement and the Ancillary Documents.

Appears in 1 contract

Samples: Equity and Asset Purchase Agreement (Caleres Inc)

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