Common use of Conditions of the Company’s Obligations at Closing Clause in Contracts

Conditions of the Company’s Obligations at Closing. The obligation of the Company to purchase the Shares is subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived: (a) The representations and warranties contained in Section 4 hereof shall be true and correct in all respects as of the Closing. (b) Each Seller shall have performed and complied with all covenants, agreements, obligations and conditions contained in this Agreement that are required to be performed or complied with by each Seller on or before the Closing. (c) No government, court, tribunal, arbitrator, administrative agency, commission or other governmental official, authority or instrumentality shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction, order or other legal restraint (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the purchase of the Shares by the Company illegal or otherwise prohibiting or preventing consummation of the purchase of the Shares by the Company.

Appears in 4 contracts

Samples: Stock Repurchase Agreement (Monarch Alternative Capital LP), Stock Repurchase Agreement (Arch Coal Inc), Stock Repurchase Agreement (Arch Coal Inc)

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Conditions of the Company’s Obligations at Closing. The obligation of the Company to purchase the Shares is subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived: (a) The representations and warranties contained in Section 4 hereof shall be true and correct in all respects as of the Closing. (b) Each The Seller shall have performed and complied with all covenants, agreements, obligations and conditions contained in this Agreement that are required to be performed or complied with by each the Seller on or before the Closing. (c) No government, court, tribunal, arbitrator, administrative agency, commission or other governmental official, authority or instrumentality shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction, order or other legal restraint (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the purchase of the Shares by the Company illegal or otherwise prohibiting or preventing consummation of the purchase of the Shares by the Company.

Appears in 3 contracts

Samples: Stock Repurchase Agreement (Allison Transmission Holdings Inc), Stock Repurchase Agreement (Medpace Holdings, Inc.), Stock Repurchase Agreement (Allison Transmission Holdings Inc)

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Conditions of the Company’s Obligations at Closing. The obligation of the Company to purchase Purchase the Purchased Shares is subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived: (a) The representations and warranties contained in Section 4 hereof Article III shall be true and correct in all respects as of the Closing. (b) Each Seller The Sellers shall have performed and complied with all covenants, agreements, obligations and conditions contained in this Agreement that are required to be performed or complied with by each Seller the Sellers on or before the Closing. (c) No government, court, tribunal, arbitrator, administrative agency, commission or other governmental official, authority or instrumentality shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, injunction, order or other legal restraint (whether temporary, preliminary or permanent) which is in effect and which has the effect of making the purchase of the Purchased Shares by the Company illegal or otherwise prohibiting or preventing consummation of the purchase of the Purchased Shares by the Company.

Appears in 1 contract

Samples: Purchase Agreement (Newell Brands Inc.)

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