Conditions to All Parties’ Obligations. The obligations of Seller and Buyer to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following conditions as of the Closing Date: (a) The applicable waiting periods, if any, under the HSR Act shall have expired or been terminated; (b) Except for any pending action or proceeding directly or indirectly initiated by the party asserting its right not to consummate the transactions contemplated by this Agreement pursuant to this Section 2.01(b), no Proceeding before any Governmental Body shall be pending wherein an unfavorable judgment, decree or order would prevent the performance of this Agreement or the consummation of any of the transactions contemplated hereby, declare unlawful the transactions contemplated by this Agreement or cause such transactions to be rescinded; and (c) This Agreement shall not have been terminated in accordance with Section 8.01.
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Samples: Stock Purchase Agreement, Stock Purchase Agreement (Thermon Holding Corp.)
Conditions to All Parties’ Obligations. The obligations of Seller and Buyer the parties to consummate the transactions contemplated by this Agreement Closing are subject to the satisfaction of the following conditions as of the Closing DateClosing:
(a) The applicable waiting periods, if any, under the HSR Act shall and as set forth in Schedule 1.06(a) will have expired or been terminated;
(b) Except for any then pending action or proceeding directly or indirectly initiated by the a party to this Agreement asserting its right not to consummate the transactions contemplated by this Agreement Closing pursuant to this Section 2.01(b)Agreement, no Proceeding action or proceeding before any court or other Governmental Body shall will be pending wherein an unfavorable judgment, decree or order would prevent the performance of this Agreement or the consummation of the Closing or any of the transactions contemplated hereby, declare unlawful the transactions contemplated by this Agreement or cause such transactions to be rescinded; and
(c) This Agreement shall will not have been terminated in accordance with Section 8.017.01.
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Conditions to All Parties’ Obligations. The obligations of Seller Seller, Holdings and Buyer to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following conditions as of the Closing Date:
(a) The applicable waiting periods, if any, under the HSR Act shall will have expired or been terminated;
(b) Except for any pending action No Action or proceeding directly or indirectly initiated by the party asserting its right not to consummate the transactions contemplated by this Agreement pursuant to this Section 2.01(b), no Proceeding before any court or Governmental Body shall will be pending wherein an unfavorable judgment, decree or order Order would prevent the performance of this Agreement or the consummation of any of the transactions contemplated hereby, declare unlawful the transactions contemplated by this Agreement or cause such transactions to be rescinded; and;
(c) This Agreement shall will not have been terminated in accordance with Section 8.01; and
(d) All governmental consents that are required to be obtained on or before the consummation of the transactions contemplated hereby and set forth on the attached Required Governmental Consents Schedule shall have been obtained.
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Conditions to All Parties’ Obligations. The obligations of Seller and Buyer the Parties to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following conditions as of the Closing Date:
(a) The applicable waiting periods, if any, under the HSR Act shall have expired or been terminated;
(b) Except for any pending action or proceeding directly or indirectly initiated by the party Party asserting its right not to consummate the transactions contemplated by this Agreement pursuant to this Section 2.01(b2.01(a), no Proceeding action or proceeding before any Governmental Body Authority shall be pending wherein an unfavorable judgment, decree or order would prevent the performance of this Agreement or the consummation of any of the transactions contemplated hereby, declare unlawful the transactions contemplated by this Agreement or cause such transactions to be rescinded; and
(cb) This Agreement shall not have been terminated in accordance with Section 8.01.
Appears in 1 contract
Samples: Stock Purchase Agreement