Common use of No Order Clause in Contracts

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Transactions illegal or otherwise prohibiting consummation of the transactions Transactions, substantially on the terms contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise prohibiting consummation of such transactions, substantially on the transactions terms contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any law, statute, ordinance, rule, regulation, executive orderjudgment, decreeinjunction, injunction decree or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal restrains, enjoins or otherwise prohibiting prohibits consummation of the transactions contemplated herebyTransaction (collectively, an “Order”).

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyillegal.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationRegulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the Acquisition or the other transactions contemplated hereby illegal or otherwise prohibiting consummation of the Acquisition or the other transactions contemplated hereby.

No Order. No Governmental Entity of Authority with competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statuteLaw, rule, regulation, judgment, decree, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) award which (i) is then in effect and (ii) has the effect of making the transactions contemplated hereby Transactions, including the Merger, illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransactions, including the Merger.

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, threatened, issued, promulgated, enforced or entered any statuteGovernmental Order that is then in effect, rulepending or threatened and has, regulationor would have, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated hereby.by this Agreement;

No Order. No Governmental Entity of competent jurisdiction Body shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions and which are not satisfied or resolved or preempted by the transactions contemplated herebySale Order.

No Order. No Governmental Entity federal, state or foreign governmental authority or other agency or commission or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) after the date of this Agreement which (i) is remains in effect effect, and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) ), in any case which (i) is in effect and (ii) has that prevents or prohibits the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyhereunder; provided that Buyer shall have used all commercially reasonable efforts to cause any such Order to be vacated or lifted.

No Order. No court or other Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Law (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal restrains, enjoins or otherwise prohibiting prohibits consummation of the transactions contemplated herebyMerger or the other Transactions (collectively, an “Order”).

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby Mergers illegal or otherwise prohibiting consummation of the transactions contemplated herebyMergers.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rulelaw, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of this Agreement or the transactions contemplated hereby.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Purchase illegal or otherwise prohibiting consummation of the transactions contemplated herebyPurchase.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby Mergers illegal or otherwise prohibiting consummation of the transactions contemplated herebyMergers.

No Order. No court or other Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statuteapplicable Law, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal restrains, enjoins or otherwise prohibiting prohibits consummation of the Merger or the other transactions contemplated herebyby this Agreement (collectively, an “Order”).

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive orderdecree, decreejudgment, injunction or other order (order, whether temporary, preliminary or permanentpermanent (each an “Order”) which (i) is then in effect and (ii) has the effect of making prohibiting the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Merger, the Stock Issuance or the Financing illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger, the Stock Issuance or the Financing.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which that (i) is in effect and (ii) has the effect of making the transactions contemplated hereby Transaction illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransaction.

No Order. No Governmental Entity federal or state governmental authority or other agency or commission or federal or state court of competent jurisdiction shall will have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation any of the transactions contemplated herebyby this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statuteLaw, rule, regulation, executive orderjudgment, decree, injunction executive order or other order (whether temporary, preliminary or permanent) award after the date hereof which (i) is then in effect and (ii) has the effect of making the transactions contemplated hereby Transactions, including the Merger, illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransactions, including the Merger.

No Order. No Governmental Entity governmental entity or court of competent jurisdiction shall have enacted, threatened, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, decree, injunction injunction, executive order or other order (award, whether temporary, preliminary or permanent) which permanent (i) an "Order"), that is then in effect effect, pending or threatened and (ii) has has, or would have, the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) ), in any case which (i) is in effect and (ii) has that prevents or prohibits the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyhereunder; provided that Seller shall have used all commercially reasonable efforts to cause any such Order to be vacated or lifted.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions; provided, however, that the transactions contemplated herebyparties hereto shall use their reasonable efforts to have any such order or injunction vacated.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Transaction illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransaction.

No Order. No Governmental Entity of competent jurisdiction Body shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions and which are not satisfied or resolved or preempted by the transactions contemplated herebySale Approval Order.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, judgment, ruling or any other order (whether temporaryeach, preliminary or permanentan “Order”) which (i) is in effect and (ii) has the effect of preventing or making the transactions contemplated hereby illegal or otherwise prohibiting consummation issuance of the transactions contemplated hereby.Shares pursuant to this Agreement illegal; and

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Merger I illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransaction.

No Order. No Governmental Entity of competent jurisdiction or Regulatory Authority shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting the consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order Court Order (whether temporary, preliminary or permanent) which (i) is then in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement or by the Ancillary Agreements illegal or otherwise enjoining or prohibiting the consummation of the transactions contemplated herebysuch transactions.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order Governmental Order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby makes illegal or otherwise prohibiting prohibits the acquisition of Seller Securities, the Exchange or the other transactions or agreements contemplated by this Agreement, or which otherwise prevents or prohibits consummation of the any other transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, temporary restraining Order, preliminary or permanent injunction or other order (whether temporary, preliminary or permanent) Order which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting or preventing the consummation of the transactions contemplated herebyTransactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal permanently enjoins or otherwise prohibiting prohibits the consummation of the Merger or the transactions contemplated hereby.

No Order. No Governmental Entity governmental authority or other agency or commission or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is remains in effect effect, and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction governmental agency shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction law or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby hereby, this Agreement or any of the Escrowed Documents illegal or otherwise prohibiting consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall -------- have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other court order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting or preventing the consummation of the transactions contemplated herebyTransactions.

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, issued, promulgated, enforced enacted or entered issued any statute, rule, regulation, executive order, decree, injunction or other order ruling (whether temporary, preliminary or permanent) which (i) is remains in effect and (ii) has the effect of making the transactions contemplated hereby illegal prohibits, prevents or otherwise prohibiting enjoins the consummation of the transactions contemplated hereby.Transactions. ARTICLE V

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the Merger, any of the Related Agreements or any of the transactions contemplated hereby or thereby illegal or otherwise prohibiting or preventing the consummation of the Merger, any of the Related Agreements or any of the transactions contemplated herebyhereby or thereby.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Law (whether temporary, preliminary or permanent) which (i) is in effect effect, and (ii) has the effect of making the transactions contemplated hereby by the Transaction Documents illegal or otherwise prohibiting consummation of the transactions contemplated hereby.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal which restricts, prevents or otherwise prohibiting prohibits consummation of the transactions contemplated herebyExchange.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, decree, injunction injunction, executive order or other order (award, whether temporary, preliminary or permanent) which permanent (i) an “Order”), that is then in effect and (ii) has has, or would reasonably be expected to have, the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered enacted any statute, rule, regulation, executive order, decree, injunction or other order Legal Requirement (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the Acquisition or the other transactions contemplated hereby by this Agreement or any of the Ancillary Agreements illegal or otherwise prohibiting prohibit the consummation of any of the transactions contemplated herebyforegoing.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, order or other order legal restraint or prohibition (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the Acquisition, any of the Related Agreements or any of the transactions contemplated hereby or thereby illegal or otherwise prohibiting or preventing the consummation of the Acquisition, any of the Related Agreements or any of the transactions contemplated herebyhereby or thereby.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statuteLaw, rule, regulation, executive orderjudgment, decree, injunction executive order or other order (whether temporary, preliminary or permanent) award which (i) is then in effect and (ii) has the effect of making the transactions contemplated hereby Transactions illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, judgment, ruling or any other order (whether temporaryeach, preliminary or permanentan “Order”) which (i) is in effect and (ii) has the effect of preventing or making the transactions contemplated hereby illegal or otherwise prohibiting consummation issuance of the transactions contemplated herebyShares pursuant to this Agreement illegal.

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) Law which (i) is then in effect and (ii) has the effect of making this Agreement or the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated hereby.illegal;

No Order. No Governmental Entity Entity, including any federal or state court of competent jurisdiction jurisdiction, shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation restrains the performance by Buyer, Seller, the Company or any Company Subsidiary of the transactions contemplated herebytheir respective obligations under this Agreement.

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, issued, promulgated, enforced enacted or entered issued any statute, rule, regulation, executive order, decree, injunction or other order ruling (whether temporary, preliminary or permanent) which (i) is remains in effect and (ii) has the effect of making the transactions contemplated hereby illegal prohibits, prevents or otherwise prohibiting enjoins the consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity Entity, including any federal or state court of competent jurisdiction jurisdiction, shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, judgment, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting the consummation of the Merger or the other transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction regulation or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall will have enacted, issued, promulgated, enforced enforced, or entered any statute, rule, regulation, executive order, decree, injunction injunction, or other order (whether temporary, preliminary preliminary, or permanent) which that (ia) is in effect and (iib) has the effect of making the transactions contemplated hereby Transactions illegal or otherwise prohibiting consummation of the transactions contemplated herebyTransactions (which illegality or prohibition would have a material impact on Company if the Transactions were consummated).

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationRegulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the Merger or the other transactions contemplated hereby illegal or otherwise prohibiting consummation of the Merger or the other transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the Merger or the other transactions contemplated hereby illegal or otherwise prohibiting consummation of the Merger or the other transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulationregulation or a final, executive order, decree, injunction or other order nonappealable Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions transaction contemplated hereby or in the Ancillary Agreements illegal or otherwise prohibiting taken any action to prohibit consummation of the transactions contemplated herebysuch transactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect effect, and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting or preventing the consummation of the transactions contemplated hereby.

No Order. No Governmental Entity Authority of competent jurisdiction in a Specified Jurisdiction shall have enacted, issued, promulgated, enforced or entered any statutedecision, rule, regulation, executive orderinjunction, decree, injunction ruling, Law or other order Order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal enjoins or otherwise prohibiting prohibits or makes illegal the consummation of the transactions Merger or the other Transactions on the terms contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting the consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, Legal Requirement (including any injunction or other order (order, whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Contemplated Transactions illegal or otherwise prohibiting the consummation of the transactions contemplated herebyContemplated Transactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, judgment, ruling or any other order (whether temporaryeach, preliminary or permanentan “Order”) which (i) is in effect and (ii) has the effect of preventing or making the transactions contemplated hereby illegal or otherwise prohibiting consummation issuance of the transactions contemplated herebySecurities pursuant to the Transaction Documents illegal.

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement for the Closing illegal or otherwise restraining or prohibiting consummation of such transactions; PROVIDED, HOWEVER, that the transactions contemplated hereby.provisions of this Section 7.2(a)(iv) shall not apply unless the Buyer has used its best efforts to have any such order or injunction vacated;

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced enforced, entered or entered deemed applicable to the Transactions any statutedecision, rule, regulation, executive orderinjunction, decree, injunction ruling, Law or other order Order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal enjoins or otherwise prohibiting prohibits or makes illegal the consummation of the transactions contemplated herebyTransactions (collectively, a “Restraint”).

No Order. No Governmental Entity Entity, including any federal or state court of competent jurisdiction jurisdiction, shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, judgment, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is final and non-appealable, (ii) is in effect and (iiiii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation the performance by the Buyer Parties and Seller of the transactions contemplated herebytheir respective obligations under this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting or preventing consummation of the transactions contemplated herebythereof.

No Order. No Governmental Entity or federal or state court -------- of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal which materially restricts, prevents or otherwise prohibiting prohibits consummation of the transactions Merger or any transaction contemplated hereby.by this Agreement;

No Order. No Governmental Entity of competent jurisdiction Body shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, 37 preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions and which are not satisfied or resolved or preempted by the transactions contemplated herebySale Order.

No Order. No Governmental Entity Body of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any law, statute, rule, regulation, executive order, decree, judgment, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting or preventing consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Transactions illegal or otherwise restraining, enjoining or prohibiting consummation of the transactions Transactions on the terms and conditions contemplated herebyby this Agreement.

No Order. No Governmental Entity federal, state or foreign govern mental authority or -------- other agency or commission or court of competent com petent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is remains in effect effect, and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity governmental entity, including any federal or state court of competent jurisdiction jurisdiction, shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, judgment, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is final and non-appealable, (ii) is in effect effect, and (iiiii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation the performance by Buyer and Seller of the transactions contemplated herebytheir respective obligations under this Agreement.

No Order. No court or other Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making illegal or enjoining the transactions contemplated hereby illegal by this Agreement or otherwise prohibiting consummation of the transactions contemplated herebyhereunder.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal which materially restricts, prevents or otherwise prohibiting prohibits consummation of the transactions Merger or any transaction contemplated hereby.by this Agreement;

No Order. No Governmental Entity Authority of competent jurisdiction sitting in the United States shall have (i) issued any order, decree, ruling, injunction or other action that is in effect (whether temporary, preliminary or permanent) restraining, enjoining or otherwise prohibiting the consummation of the Transactions (an “Injunction”), or (ii) enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) Law that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal enjoins or otherwise prohibiting prohibits or makes illegal the consummation of the transactions contemplated herebyTransactions.

No Order. No Governmental Entity Authority or federal, provincial or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Continuance, the Amendment, the Merger or the Exchange illegal or otherwise prohibiting consummation of the transactions contemplated herebysuch transactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has which prohibits, restrains or enjoins the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyMergers, and there shall not be any Governmental Entity or any third party seeking to prohibit, restrain or enjoin the consummation of the Mergers or the other Transactions.

No Order. No Governmental Entity governmental authority or other agency or commission or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement or any of the Ancillary Agreements illegal or otherwise restraining or prohibiting consummation of the transactions contemplated herebysuch transactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has which prohibits, restrains, enjoins or makes illegal the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the Merger, and there shall not be any threatened, instituted or pending action by a Governmental Entity seeking to prohibit, restrain or enjoin the consummation of the Merger or other transactions contemplated herebyunder this Agreement.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebytheMerger.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statutedecision, rule, regulation, executive orderinjunction, decree, injunction ruling, Law or other order Order (whether temporary, preliminary or permanent) which (i) is that remains in effect and (ii) has the effect of making the transactions contemplated hereby illegal enjoins or otherwise prohibiting prohibits or makes illegal the consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity or court of competent jurisdiction shall have enacted, threatened, issued, promulgated, enforced or entered any statutelaw, rule, regulation, executive orderjudgment, decree, injunction injunction, executive order or other order (award, whether temporary, preliminary or permanent) which permanent (i) an "Order"), that is then in effect effect, pending or threatened and (ii) has has, or would have, the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has that restricts, prevents or prohibits the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyhereby or by the Related Agreements.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect effect, nor shall any Governmental Entity have sought any of the foregoing, and (ii) which has or may have the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining, prohibiting or preventing the consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) Law that is in effect and (ii) has the effect of making the transactions contemplated hereby illegal enjoins or otherwise prohibiting prohibits or makes illegal the consummation of the transactions contemplated hereby.Transactions; and

No Order. No Governmental Entity Authority or court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby by this Agreement for the Closing illegal or otherwise restraining or prohibiting consummation of the transactions contemplated hereby.such transactions;

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, temporary restraining Order, preliminary or permanent injunction or other order (whether temporary, preliminary or permanent) Order which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation or preventing the issuance and sale of the transactions contemplated herebySecurities.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Asset Purchase illegal or otherwise prohibiting consummation of the transactions contemplated herebyAsset Purchase.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has that restricts, prevents or prohibits the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced issued or entered any statute, rule, regulation, executive restraining order, decree, injunction or other order (whether temporary, preliminary or permanent) permanent injunction or similar order or legal restraint or prohibition which (i) is remains in effect and (ii) has the effect of making the transactions contemplated hereby illegal that enjoins or otherwise prohibiting prohibits consummation of the transactions contemplated hereby.Offer, the Sale Transaction or the Contemplated Transaction; and

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order Order (whether temporary, preliminary or permanent) which (i) is in effect effect, nor shall any Governmental Entity have sought any of the foregoing, and (ii) which has or may have the effect of making the transactions contemplated hereby by this Agreement illegal or otherwise restraining, prohibiting or preventing the consummation of the transactions contemplated hereby.by this Agreement. -56-

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has [ ***] Indicates information has been omitted and separately filed with the Securities and Exchange Commission pursuant to an application for an order declaring confidential treatment thereof. the effect of making the transactions contemplated hereby illegal or otherwise prohibiting the consummation of the transactions contemplated hereby.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby Merger illegal or otherwise prohibiting consummation of the transactions contemplated herebyMerger.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, -------- promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) which has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyAcquisition.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction injunction, judgment, ruling or any other order (whether temporaryeach, preliminary or permanentan “Order”) which (i) is in effect and (ii) has the effect of preventing or making the transactions contemplated hereby illegal or otherwise prohibiting consummation issuance of the transactions contemplated herebyCommon Shares pursuant to the Transaction Documents illegal.

No Order. No Governmental Entity Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction Law or other order Governmental Order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby makes illegal or otherwise prohibiting prohibits the Transaction, the issuance of the Consideration Shares or which otherwise prevents or prohibits consummation of the any other transactions contemplated herebyby this Agreement.

No Order. No Governmental Entity federal or state governmental authority --------- or other agency or commission or federal or state court of competent jurisdiction shall will have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) is in effect and (ii) has the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation any of the transactions contemplated herebyby this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions.

No Order. No Governmental Entity of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has the effect of making the transactions contemplated hereby Agreement illegal or otherwise prohibiting or preventing consummation of the transactions contemplated herebyAgreement.

No Order. No Governmental Entity or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which (i) that is in effect and (ii) has that restricts, prevents or prohibits the effect of making the transactions contemplated hereby illegal or otherwise prohibiting consummation of the transactions contemplated herebyherein.