Common use of Conditions Precedent to Obligations of Purchaser and Sellers Clause in Contracts

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Sellers and Purchaser, jointly, in whole or in part to the extent permitted by applicable Law): (a) any waiting period (and any extension thereof) under the HSR Act or any Other Antitrust Regulation applicable to the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Governmental Body through timing agreements or otherwise must have expired or been satisfied; (b) no Governmental Body shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; and (c) the Bankruptcy Court shall have entered the Sale Order and the Sale Order shall not be subject to a stay or have been vacated or revoked.

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers each Seller to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Sellers Purchaser and Purchaser, jointly, Seller in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any waiting period (and any extension thereof) under the HSR Act or any Other Antitrust Regulation applicable to the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Governmental Body through timing agreements Order enjoining or otherwise must have expired or been satisfiedprohibiting the consummation of the transactions contemplated hereby; (b) no Governmental Body the Bankruptcy Court shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; andBidding Procedures Order; (c) the Bankruptcy Court shall have entered the Sale Order and any stay period applicable to the Sale Order shall have expired or shall have been waived by the Bankruptcy Court, the Sale Order shall not be subject to a stay or have been modified or vacated without the consent of the Purchaser and shall remain in full force and effect; (d) if any filing under the HSR Act or revokedother Antitrust Laws is required, the waiting period applicable to the transactions contemplated by this Agreement under the HSR Act or other Antitrust Laws shall have expired or early termination shall have been granted; and (e) all material approvals from Governmental Bodies shall have been obtained.

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Sellers Purchaser and Purchaser, jointly, Parent in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any waiting period final nonappealable Order by a Governmental Body (other than the Bankruptcy Court) of competent jurisdiction restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby and there shall not have been adopted any extension thereof) under the HSR Act law or regulation making all or any Other Antitrust Regulation applicable to portion of the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Governmental Body through timing agreements or otherwise must have expired or been satisfiedtransactions contemplated by this Agreement illegal; (b) no Governmental Body shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; and (c) the Bankruptcy Court shall have entered the Sale Bidding Procedures Order and the Sale Order Order, which shall each be in full force and not be subject to a any stay pending appeal; and (c) if the parties have determined that any filing under the HSR Act is required, the waiting period applicable to the transactions contemplated by this Agreement under the HSR Act shall have expired or early termination shall have been vacated or revokedgranted.

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillmentsatisfaction, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Purchaser and Sellers and Purchaser, jointly, in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any waiting period (and any extension thereof) under the HSR Act or any Other Antitrust Regulation applicable to the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Order by a Governmental Body through timing agreements of competent jurisdiction restraining, enjoining or otherwise must have expired or been satisfiedprohibiting the consummation of the transactions contemplated hereby; (b) no Governmental Body shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; and (c) the Bankruptcy Court shall have entered the Sale Order no later than February 13, 2007 in form and substance reasonably acceptable to Purchaser, and the Sale Order shall not be subject have become a Final Order; and (c) the waiting period applicable to a stay the transactions contemplated by this Agreement under the HSR Act shall have expired or early termination shall have been vacated granted and the consents, notices, reports and other filings required to be made or revokedobtained pursuant to those other Antitrust Laws set forth on Schedule 10.3 hereto in connection with the transactions contemplated hereby at or prior to Closing shall have been made or obtained.

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers each Seller to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Sellers Purchaser and Purchaser, jointly, Seller in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any waiting period (and any extension thereof) under the HSR Act or any Other Antitrust Regulation applicable to the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Order by a Governmental Body through timing agreements of competent jurisdiction enjoining or otherwise must have expired or been satisfiedprohibiting the consummation of the transactions contemplated hereby; (b) no Governmental Body the Bankruptcy Court shall have enacted, issued, promulgated, enforced or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; andBidding Procedures Order; (c) the Bankruptcy Court shall have entered the Sale Order and any stay period applicable to the Sale Order shall not be subject to a stay have expired or shall have been vacated waived by the Bankruptcy Court; and (d) if any filing under the HSR Act is required, the waiting period applicable to the transactions contemplated by this Agreement under the HSR Act shall have expired or revokedearly termination shall have been granted.

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Purchaser and Sellers and Purchaser, jointly, in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any waiting period (and any extension thereof) under the HSR Act or any Other Antitrust Regulation applicable to the Transactions shall have expired or shall have been terminated or the necessary clearance thereunder shall have been received and shall remain in full force and effect and any contractual timing commitments with any Order by a Governmental Body through timing agreements of competent jurisdiction restraining, enjoining or otherwise must have expired or been satisfiedprohibiting the consummation of the Transactions; (b) no Governmental Body the waiting period applicable to the Transactions under the HSR Act shall have enacted, issued, promulgated, enforced expired or entered any Law (whether temporary, preliminary or permanent) that enjoins, restrains, makes illegal or otherwise prohibits the consummation of the Transactions; andearly termination shall have been granted; (c) the Bankruptcy Court shall have entered the Sale Order in form and substance reasonably acceptable to Sellers and Purchaser within two (2) Business Days of the Sale Hearing; and (d) the Bidding Procedures Order shall not be subject to a stay or have been vacated entered and shall have remained in full force and effect and shall not have been stayed, vacated, modified or revokedsupplemented in any material respect without the Purchaser’s prior written consent.