Conditions Precedent to Obligations of Both Parties. The respective obligations of each party to consummate the purchase and sale of the Rights shall be subject to the satisfaction or waiver, at or prior to the Closing, of each of the following conditions:
Conditions Precedent to Obligations of Both Parties. The respective obligations of the Parties to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions:
(a) No Injunction, etc. No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States or by any United States federal or state governmental or regulatory body or any statute, rule, regulation or executive order promulgated or enacted by any United States federal or state governmental authority shall be in effect which materially restrains, enjoins or otherwise prohibits (i) the transactions contemplated hereby; (ii) the ownership by the Partnership (including enjoyment of any rights relating thereto) of the Contributed Businesses at and after the Closing; or (iii) the operation of the Contributed Businesses by the Partnership at and after the Closing; and no proceeding seeking any such injunction or order shall be pending; provided, that before any determination is made to the effect that this condition has not been satisfied, each Party shall each use commercially reasonable efforts to have such order or injunction lifted, vacated or dismissed.
Conditions Precedent to Obligations of Both Parties. The respective obligations of the Parties to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions:
(a) No Injunction, etc. No Legal Requirement of any Authority shall be in effect that materially restrains, enjoins or otherwise prohibits: (i) the transactions contemplated hereby; or (ii) the ownership by the Purchaser (including enjoyment of any rights relating thereto) of the Partner Sub Stock; and no Proceeding seeking any such Legal Requirement shall be pending; provided that before any determination is made to the effect that this condition has not been satisfied, each Party shall each use commercially reasonable efforts to have such Legal Requirement lifted, vacated or dismissed.
Conditions Precedent to Obligations of Both Parties. The respective obligations of each of the Parties to consummate the transactions contemplated by this Agreement shall be subject to the following condition: that no Governmental Authority shall have issued any Order or taken any other action (which Order the Parties hereto shall use their Commercially Reasonable Efforts to lift), in each case restraining, enjoining or otherwise prohibiting (whether temporarily or permanently) the transactions contemplated by this Agreement.
Conditions Precedent to Obligations of Both Parties. 10 (a) No Injunction, etc................................10 (b) Tier 2 Related Agreements.........................11 (c) Government Licenses and Consents..................11 (d)
Conditions Precedent to Obligations of Both Parties. The obligations of the parties to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction or waiver of each of the following conditions on or before the Closing Date:
(a) Regulatory Approvals, in form and substance reasonably satisfactory to the parties and their counsel, shall have been received from all federal and state regulatory authorities having jurisdiction over the parties and the transactions contemplated hereby.
(b) No action, suit, or proceeding shall have been instituted by any public authority to restrain, enjoin, or prohibit the transactions contemplated by this Agreement.
Conditions Precedent to Obligations of Both Parties. The obligations of Seller and Buyer pursuant to this Agreement are subject to the fulfillment at or prior to the Closing Date (or such other date specified) of each of the following conditions:
Conditions Precedent to Obligations of Both Parties. (i) Any consents necessary to consummate the sale of the Shares shall have been received.
(ii) There must not be in effect any legal requirement or any injunction or other order that (a) prohibits the sale of the Shares by the Sellers to the Purchaser and (b) has been adopted or issued, or has otherwise become effective.
Conditions Precedent to Obligations of Both Parties. The respec tive obligations of Buyer and Seller to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction (or waiver by both Buyer and Seller) at or prior to the Closing Date of the following conditions:
(a) No Injunction, etc. No preliminary or permanent injunction or other order issued by any federal or state court of competent jurisdiction in the United States or by any United States federal or state governmental or regu latory body nor any statute, rule, regulation or executive order promulgated or enacted by any United States federal or state governmental authority which restrains, enjoins or otherwise prohibits the transactions contemplated hereby shall be in effect.
Conditions Precedent to Obligations of Both Parties. 53 Section 10.1 Registration Statement 53 Section 10.2 Other Approvals 53 Section 10.3 Orders, Decrees and Judgments 53 Section 10.4 Regulatory Approvals 53 Section 10.5 Tax Opinion 54 Section 10.6 Pooling Letter 54 ARTICLE 11 ADDITIONAL COVENANTS OF THE PARTIES 54 Sxxxxxx 00.0 XXX Xxxxxxxxxxxx 00 Section 11.2 Cooperation 54 Section 11.3 Customer and Employee Relationships 54 Section 11.4 Pooling Treatment 55 Section 11.5 Expenses 55 Section 11.6 Publicity 55 Section 11.7 Newco Employee Benefits 55 Page iv - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
