CONDITIONS PRECEDENT TO THE MERGER Sample Clauses

CONDITIONS PRECEDENT TO THE MERGER. The obligations of the parties to effect the Merger are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

CONDITIONS PRECEDENT TO THE MERGER. Section 6.1 Conditions to Each Party's Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment at or prior to the Effective Time of the following conditions:

CONDITIONS PRECEDENT TO THE MERGER. The obligations of each of the parties hereto to consummate the transactions contemplated herein are subject to the satisfaction, on or before the Closing Date, of the following conditions:

CONDITIONS PRECEDENT TO THE MERGER. 52 Section 6.1 Conditions to Each Party's Obligation to Effect the Merger....................... 52 Section 6.2 Conditions to Obligation of the Company to Effect the Merger..................... 53 Section 6.3 Conditions to Obligations of Parent and Sub to Effect the Merger................. 54

CONDITIONS PRECEDENT TO THE MERGER. The obligations of the Parties to effect the Merger are subject to the satisfaction, at or prior to the Closing, of each of the following conditions: Section 5.1 Conditions to Each Party’s Obligations to Effect the Merger. The respective obligations of Parent, Merger Sub and the Company to consummate the Merger are subject to the satisfaction or waiver (where permissible pursuant to applicable Legal Requirements) prior to the Effective Time of each of the following conditions: (a) The Company will have received the Company Required Vote at the Company Stockholder Meeting (or any adjournment or postponement thereof). (i) Any waiting period (and any extension thereof) applicable to the Transactions under the HSR Act shall have expired or been earlier terminated, and (ii) any required consents, registrations, declarations, notices or filings from Governmental Bodies in the jurisdictions set forth on Section 5.1(b) of the Company Disclosure Schedule, if any, shall have been made or obtained (or deemed to have been made or obtained by virtue of the expiration or termination of any applicable waiting periods). (c) No temporary restraining order, preliminary or permanent injunction or other order preventing the consummation of the Merger shall have been issued by any court of competent jurisdiction after the date hereof and remain in effect, nor shall any Legal Requirement have been entered, enforced, enacted, or issued after the date hereof by any Governmental Body, in each case, which prohibits, or makes illegal, the consummation of the Merger (any such order, injunction or Legal Requirement, a “Legal Restraint”). Section 5.2 Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger will be subject to the satisfaction or waiver (where permissible pursuant to applicable Legal Requirements) at or prior to the Effective Time of each of the following conditions, any of which may be waived exclusively by Parent: (a) The representations and warranties of the Company set forth in this Agreement (other than those referred to in Section 2.1(a), 2.3, 2.4(a), 2.5(e) and 2.23) shall have been true and correct (without giving effect to any limitation as to “materiality” or “Material Adverse Effect” set forth therein) on and as of the date of this Agreement and shall be true and correct (without giving effect to any limitation as to “materiality” or “Material Adverse Effect” set forth therein) on and as of the C...

CONDITIONS PRECEDENT TO THE MERGER. 41 Section 7.1 Conditions to Each Party's Obligation to Effect the Merger. 41

CONDITIONS PRECEDENT TO THE MERGER. Section 6.1 Conditions to Each Party's Obligation to Effect the Merger 49 Section 6.2 Conditions to Obligation of the Company to Effect the Merger 50 Section 6.3 Conditions to Obligations of Parent and Sub to Effect the Merger 52

CONDITIONS PRECEDENT TO THE MERGER. Section 7.1 Conditions to Each Party's Obligation to Effect the Merger.............................................. 29 ARTICLE VIII TERMINATION, AMENDMENT AND WAIVER........................ 30 Section 8.1 Termination........................................... 30 Section 8.2 Effect of Termination................................. 30 Section 8.3 Amendment............................................. 31 Section 8.4 Waiver................................................ 31

CONDITIONS PRECEDENT TO THE MERGER. The obligation of each of the parties hereto to consummate the transactions contemplated by this Agreement is subject to the satisfaction and fulfillment of each of the following conditions on or prior to the Effective Date:

CONDITIONS PRECEDENT TO THE MERGER. 7.1 Conditions to Each Parties Obligations to Effect the Merger. The respective obligations of First Federal and Frankfort First to effect the transactions contemplated by this Agreement shall be subject to the fulfillment at or prior to the Closing and as of the Effective Time of the following conditions precedent: