Common use of Conditions Precedent to Each Party’s Obligations to Closing Clause in Contracts

Conditions Precedent to Each Party’s Obligations to Closing. The respective obligations of each Party to proceed with the Closing contemplated hereby are subject to the satisfaction on or prior to the Closing of all of the following conditions, any one or more of which may be waived, in whole or in part, by the Parties: no order or law shall have been issued, enacted, entered, promulgated or enforced by any statute, rule, regulation, non-appealable judgment, court or governmental authority of competent jurisdiction which is in effect and prohibits or restricts the consummation of the transactions contemplated by this Agreement. there shall not have been instituted, threatened or be pending any action, proceeding or investigation, whether formal or informal (or there shall not have been any material adverse development with respect to any action or proceeding currently instituted, threatened or pending), before or by any court, governmental authority, or by any other person or entity, in connection with the transactions contemplated by this Agreement that either (i) is, or is reasonably likely to be, materially adverse to the transactions contemplated by this Agreement, or (ii) will, or is reasonably likely to, prohibit, prevent, restrict or delay consummation of this Agreement.

Conditions Precedent to Each Party’s Obligations to Closing. The respective obligations of each Party to proceed with consummate the transactions contemplated by this Agreement on the Closing contemplated hereby Date are subject to the satisfaction on (or waiver) at or prior to the Closing of all of the following conditionsconditions precedent: (a) no order, any one decree or more of which may be waived, in whole or in part, by the Parties: no order or law injunction shall have been issued, enacted, entered, promulgated or enforced by any statute, rule, regulation, non-appealable judgment, court or governmental authority of competent jurisdiction which is in effect and prohibits or restricts the consummation of the transactions contemplated by this Agreement. ; (b) there shall not have been instituted, threatened or be pending any action, proceeding or investigation, investigation (whether formal or informal informal) (or there shall not have been any material adverse development with respect to any action or proceeding currently instituted, threatened or pending), ) before or by any court, governmental authoritygovernmental, regulatory or administrative agency or instrumentality, or by any other person or entityperson, in connection with the transactions contemplated by this Agreement that either (i) is, or is reasonably likely to be, materially adverse to the transactions contemplated by this Agreement, or (ii) will, will or is reasonably likely to, to prohibit, prevent, restrict or delay consummation of this Agreement; (c) all required consents (if any) shall have been obtained on terms and conditions reasonably acceptable to SXCP; (d) SXCP and SunCoke shall have executed an Assumption Agreement in form and content satisfactory to each of them; and (e) No Material Adverse Effect shall have occurred.

Conditions Precedent to Each Party’s Obligations to Closing. The respective obligations of each Party to proceed with the Closing contemplated hereby are subject to the satisfaction on or prior to the Closing of all of the following conditions, any one or more of which may be waived, in whole or in part, by the Parties: no : (a) No order or law shall have been issued, enacted, entered, promulgated or enforced by any statute, rule, regulation, non-appealable judgment, court or governmental authority of competent jurisdiction which is in effect and prohibits or restricts the consummation of the transactions contemplated by this Agreement. there . (b) There shall not have been instituted, threatened or be pending any action, proceeding or investigation, whether formal or informal (or there shall not have been any material adverse development with respect to any action or proceeding currently instituted, threatened or pending), before or by any court, governmental authority, or by any other person or entity, in connection with the transactions contemplated by this Agreement that either (i) is, or is reasonably likely to be, materially adverse to the transactions contemplated by this Agreement, or (ii) will, or is reasonably likely to, prohibit, prevent, restrict or delay consummation of this Agreement. (c) The transactions contemplated by the Real Estate Contribution Agreement shall have closed contemporaneously with the Closing. (d) The CAPL Common Units shall have been approved for listing on The New York Stock Exchange, subject to notice of issuance.

Conditions Precedent to Each Party’s Obligations to Closing. The respective obligations of each Party to proceed with the Closing contemplated hereby are subject to the satisfaction on or prior to the Closing of all of the following conditions, any one or more of which may be waived, in whole or in part, by the Parties: no : (a) No order or law Law shall have been issued, enacted, entered, promulgated or enforced by any statute, rule, regulation, non-appealable judgment, court or governmental authority Governmental Authority of competent jurisdiction which that is in effect and prohibits or restricts the consummation of the transactions contemplated by this Agreement. there . (b) There shall not have been instituted, threatened or be pending any action, proceeding or investigation, whether formal or informal (or there shall not have been any material adverse development with respect to any action or proceeding currently instituted, threatened or pending), before or by any court, governmental authorityGovernmental Authority, or by any other person or entity, in connection with the transactions contemplated by this Agreement that either (i) is, or is reasonably likely to be, materially adverse to the transactions contemplated by this Agreement, or (ii) will, or is reasonably likely to, prohibit, prevent, restrict or delay consummation of this Agreement. (c) The transactions contemplated by the Fuel Contribution Agreement shall have closed contemporaneously with the Closing. (d) The Equity Consideration shall have been approved for listing on The New York Stock Exchange, subject to notice of issuance.