No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 11 contracts
Sources: Merger Agreement (Aftermarket Enterprises, Inc.), Merger Agreement (Cardiff International Inc), Merger Agreement (PivX Solutions, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 11 contracts
Sources: Merger Agreement (Aftermarket Enterprises, Inc.), Merger Agreement (Source Energy Corp /Ut/), Merger Agreement (Cardiff International Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's ’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 8 contracts
Sources: Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Gulf & Orient Steamship Company, Ltd.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 7 contracts
Sources: Stock Purchase Agreement (Settex PLC), Stock Purchase Agreement (Microsmart Devices, Inc.), Stock Purchase Agreement (Price David)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 7 contracts
Sources: Merger Agreement (Gulf & Orient Steamship Company, Ltd.), Merger Agreement (Mondial Ventures, Inc.), Merger Agreement (Westcott Products Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Sources: Stock Purchase Agreement (Price David), Installment Purchase Agreement (Syntony Group Inc), Installment Purchase Agreement (Price David)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Issuer’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Sources: Securities Exchange Agreement (Feng Shushun), Securities Exchange Agreement (So Yeung), Securities Exchange Agreement (Zhang Zhiqiang)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyIssuer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Sources: Securities Exchange Agreement (Feng Shushun), Securities Exchange Agreement (So Yeung), Securities Exchange Agreement (Zhang Zhiqiang)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's ’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 4 contracts
Sources: Merger Agreement (Network Dealer Services Holding Corp.), Merger Agreement (Digitiliti Inc), Merger Agreement (Northern Oil & Gas, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby Transactions or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations the Acquired Assets or prevent or delay the consummation of the transactions contemplated by this AgreementTransactions.
Appears in 4 contracts
Sources: Intellectual Property Purchase Agreement (Appyea, Inc), Intellectual Property Purchase Agreement (NextPlay Technologies Inc.), Intellectual Property Purchase Agreement (NextPlay Technologies Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Tia IV, Inc), Securities Purchase Agreement (Tia IV, Inc), Securities Purchase Agreement (Tia III, Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Merger Agreement (Digitiliti Inc), Merger Agreement (Northern Oil & Gas, Inc.), Merger Agreement (Kentex Petroleum Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentDiscovery's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Discovery Investments Inc), Securities Purchase Agreement (Pu Chong Liang)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, aggregate otherwise have a Material Adverse Effect material adverse effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation conduct of the transactions contemplated by this Agreementbusiness of the Parent.
Appears in 2 contracts
Sources: Merger Agreement (Eltrax Systems Inc), Merger Agreement (Modern Controls Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyDiscovery, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Discovery Investments Inc), Securities Purchase Agreement (Pu Chong Liang)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyMill Basin, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Securities Exchange Agreement (Mill Basin Technologies, Ltd.), Securities Exchange Agreement (Mill Basin Technologies, Ltd.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyPurchasers, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Settex PLC), Stock Purchase Agreement (Microsmart Devices, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyUNIPRO, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Exchange Agreement (China Honour Investment LTD)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Purchase Agreement (Hirsch Capital CORP)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Stock Purchase Agreement (Microsmart Devices, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 1 contract
Sources: Merger Agreement (Entreport Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, would individually or in the aggregate, otherwise have a Material Adverse Effect on the Parent's ’s or Purchaser’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreementoperations.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Global Epoint Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment judgement of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement (Entreport Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity Person will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations Parent or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement (IMMS, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Stock Purchase Agreement (Microsmart Devices, Inc.)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyUNIPRO, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's the Company’s business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Exchange Agreement (Unipro Financial Services Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on ParentIssuer's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Exchange Agreement (Power of the Dream Ventures Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity entity' will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyBuyer, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.,
Appears in 1 contract
Sources: Private Securities Purchase Agreement (East Coast Diversified Corp)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanySeller, individually or in the aggregate, otherwise have a Material Adverse Effect material adverse effect on ParentCompany's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Purchase Agreement (Hirsch Capital CORP)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will shall have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyIssuer, individually or in the aggregate, otherwise have a Material Adverse Effect on Parentthe Company's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Securities Exchange Agreement (Power of the Dream Ventures Inc)
No Proceeding or Litigation. No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity Person will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the CompanyParent, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations the Company or prevent or delay the consummation of the transactions contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement (IMMS, Inc.)