Conditions of the Selling Stockholder’s Obligations at Closing. The obligation of the Selling Stockholder to sell the Shares is subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived: (i) The representations and warranties contained in Section 3 shall be true and correct in all respects as of the Closing. (ii) The Company 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 the Company on or before the Closing. (iii) There shall be no pending suit, action or proceeding by any federal, state, local or foreign court, administrative agency or governmental or regulatory authority or body (each, an “Authority”) to which the Company or any of its properties is subject, seeking to challenge, restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement.
Appears in 18 contracts
Samples: Stock Purchase Agreement (HF Sinclair Corp), Stock Purchase Agreement (HF Sinclair Corp), Stock Purchase Agreement (HF Sinclair Corp)