Common use of Conditions Precedent to Obligation of Each Party to Close Clause in Contracts

Conditions Precedent to Obligation of Each Party to Close. The obligations of each Party to proceed with the Closing are subject to the satisfaction of the following conditions precedent, all or any of which may be waived by the other Party in its sole discretion: 15.3.1 consummation of the transactions contemplated under the terms of this Agreement is not prevented from occurring by (and the required waiting period, if any, has expired under) the HSR Act and the rules and regulations of the Federal Trade Commission and the Department of Justice; 15.3.2 receipt of all material Governmental Approvals (except for Customary Post-Closing Consents) required in connection with the transactions contemplated hereby; 15.3.3 receipt of all material consents and approvals of any Person other than a Governmental Authority (except for Customary Post-Closing Consents) required in connection with the transactions contemplated hereby; 15.3.4 no injunction, order (including any temporary restraining order), non-appealable final order, award, decree or judgment of any Governmental Authority having appropriate jurisdiction restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated herein; and 15.3.5 neither Party has exercised its right to terminate this Agreement pursuant to Section 17.1.

Conditions Precedent to Obligation of Each Party to Close. The obligations of each Party to proceed with the Closing are subject to the satisfaction of the following conditions precedent, all or any of which may be waived by the other Party in its sole discretion: 15.3.1 (a) The consummation of the transactions contemplated under the terms of this Agreement is not prevented from occurring by (and the required waiting period, if any, has expired under) the HSR Act and the rules and regulations of the Federal Trade Commission and the Department of Justice; 15.3.2 receipt of (b) The Parties have received all material Governmental Approvals (except for Customary Post-Closing Consents) required in connection with the transactions contemplated hereby; 15.3.3 receipt consummation of all material consents and approvals of any Person other than a Governmental Authority (except for Customary Post-Closing Consents) required in connection with the transactions contemplated hereby; 15.3.4 no (c) No injunction, order (including any temporary restraining order), non-appealable final order, award, decree or judgment of any Governmental Authority having appropriate jurisdiction restraining, enjoining or otherwise prohibiting the consummation of or awarding substantial damages associated with the transactions contemplated hereinhereby or the sale of any of the Properties has been issued by any Governmental Authority and remains in effect; and 15.3.5 neither (d) Neither Party has exercised its right to terminate this Agreement pursuant to Section 17.1.

Conditions Precedent to Obligation of Each Party to Close. The obligations of each Party to proceed with the Closing are subject to the satisfaction of the following conditions precedent, all or any of which may be waived by the other Party in its sole discretion: 15.3.1 (a) consummation of the transactions contemplated under the terms of this Agreement is not prevented from occurring by (and the required waiting period, if any, has expired under) the HSR Act and the rules and regulations of the Federal Trade Commission and the Department of Justice; 15.3.2 (b) receipt of all material Governmental Approvals (except for Customary Post-Closing Consents) required in connection with the consummation of the transactions contemplated hereby; 15.3.3 (c) receipt of all material consents and approvals of any Person other than a Governmental Authority required in connection with the transactions contemplated hereby (except for Customary Post-Closing Consents) required Consents and consents as to Contracts subject to Section 3.2 with respect to which the Parties execute back-to-back arrangements in connection accordance with the transactions contemplated herebySection 3.2(b)); 15.3.4 (d) no injunction, order (including any temporary restraining order), non-appealable final order, award, decree or judgment of any Governmental Authority having appropriate jurisdiction restraining, enjoining or otherwise prohibiting the consummation of or awarding substantial damages associated with the transactions contemplated hereinhereby has been issued by any Governmental Authority and remains in effect; and 15.3.5 (e) neither Party has exercised its right to terminate this Agreement pursuant to Section 17.1.