No Action or Proceeding. On the Closing Date, no action or proceeding by any public authority or any other person shall be Pending before any court or administrative body or overtly threatened to restrain, enjoin or otherwise prevent the consummation of this Agreement or the transactions contemplated hereby, and no action or proceeding by any public authority or private person shall be Pending before any court or administrative body or overtly threatened to recover any damages or obtain other relief as a result of this Agreement or the transactions contemplated herein or as a result of any agreement entered into in connection with or as a condition precedent to the consummation thereof, which action or proceeding could result in a decision, ruling or finding which would materially adversely affect the Business or the Assets or Buyer’s ability to conduct normal operations with the Assets after the Closing.
Appears in 3 contracts
Sources: Purchase Agreement (Powell Industries Inc), Asset Purchase Agreement (Powell Industries Inc), Purchase Agreement (Powell Industries Inc)
No Action or Proceeding. On the Closing Date, no action or proceeding by any public authority or any other person shall be Pending before any court or administrative body or overtly threatened to restrain, enjoin or otherwise prevent the consummation of this Agreement or the transactions contemplated hereby, and no action or proceeding by any public authority or private person shall be Pending before any court or administrative body or overtly threatened Threatened to recover any damages or obtain other relief as a result of this Agreement or the transactions contemplated herein or as a result of any agreement entered into in connection with or as a condition precedent to the consummation thereof, which action or proceeding could reasonably be expected to result in a decision, ruling or finding which would materially adversely affect have a material adverse effect on the Business or the Assets or Buyer’s ability of Buyer to conduct normal operations with the Assets after the Closingfulfill its obligations under this Agreement.
Appears in 3 contracts
Sources: Purchase Agreement (Powell Industries Inc), Asset Purchase Agreement (Powell Industries Inc), Purchase Agreement (Powell Industries Inc)
No Action or Proceeding. On the Closing Date, no Order shall be issued and no action or proceeding by any public authority Governmental Body or any other person shall be Pending pending before any court or administrative body Governmental Body or overtly threatened threatened, nor shall there be any condition imposed under any applicable Law, to (i) restrain, enjoin or otherwise prevent the consummation of this Agreement or the transactions contemplated hereby, and no action or proceeding by any public authority or private person shall be Pending before any court or administrative body or overtly threatened to (ii) recover any damages damages, impose a material penalty or obtain other relief as a result of this Agreement or the transactions contemplated herein or as a result of any agreement entered into in connection with or as a condition precedent to the consummation thereof, which action or proceeding could reasonably be expected to result in a decision, ruling or finding which would materially adversely affect have a material adverse effect on the Business or the Assets or Buyer’s ability of Buyer to conduct normal operations with the Assets after the Closingfulfill its obligations under this Agreement.
Appears in 1 contract
Sources: Asset Purchase Agreement (Superior Offshore International Inc.)
No Action or Proceeding. On the Closing Date, no action or proceeding in which Seller is a named party by any public authority or any other person shall be Pending pending before any court or administrative body or overtly threatened to restrain, enjoin or otherwise prevent the consummation of this Agreement or the transactions contemplated hereby, and no action or proceeding in which Seller is a named party by any public authority or private person shall be Pending pending before any court or administrative body or overtly threatened to recover any damages or obtain other relief as a result of this Agreement or the transactions contemplated herein or as a result of any agreement entered into in connection with or as a condition precedent to the consummation thereof, which action or proceeding could result in a decision, ruling or finding which would will materially and adversely affect the Business or the Assets or Buyer’s 's ability to conduct normal operations with the Assets Property after the Closing., then the agreement may be terminated..
Appears in 1 contract
Sources: Purchase and Sale Agreement (Chancellor Group Inc/)
No Action or Proceeding. On the Closing Date, no action or proceeding in which Seller is a named party by any public authority or any other person shall be Pending pending before any court or administrative body or overtly threatened to restrain, enjoin or otherwise prevent the consummation of this Agreement or the transactions contemplated hereby, and no action or proceeding in which Seller is a named party by any public authority or private person shall be Pending pending before any court or administrative body or overtly threatened to recover any damages or obtain other relief as a result of this Agreement or the transactions contemplated herein or as a result of any agreement entered into in connection with or as a condition precedent to the consummation thereof, which action or proceeding could result in a decision, ruling or finding which would will materially and adversely affect the Business or the Assets or Buyer’s 's ability to conduct normal operations with the Assets Equipment after the Closing, then the agreement may be terminated.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Chancellor Group Inc/)