Conditions to Obligations of Parent, Merger Sub and Thermo Sample Clauses

Conditions to Obligations of Parent, Merger Sub and Thermo. 64 Section 7.02 . Conditions to Obligation of Parent and Merger Sub 65
Sample 1
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Conditions to Obligations of Parent, Merger Sub and Thermo. The obligations of Parent, Merger Sub and Thermo to consummate the Closing are subject to the satisfaction of the following conditions (or, to the extent permitted by Applicable Law, waiver by each of (i) the Special Committee of Parent, on behalf of Parent and Merger Sub, and (ii) Thermo): (a) The Required Governmental Approvals shall have been obtained and shall not have been revoked, or any applicable waiting periods related thereto shall have expired or otherwise been terminated, or in the case of the Required Governmental Approvals that are notices, shall have been filed. (b) No provision of any Applicable Law and no Order shall prohibit, restrain or make illegal the consummation of the transactions contemplated hereby or the Transaction Documents. (c) The Requisite Parent Vote shall have been obtained. (d) The Merger shall have been approved by the required lenders (and, if required, administrative agents) under the Company Credit Agreement and the Parent Credit Agreement, the terms of the Company Credit Agreement and the Parent Credit Agreement shall have been renegotiated with such lenders and amended on terms satisfactory to Parent and Thermo acting reasonably and in good faith, and no event of default shall have occurred and be continuing under either or both of the Company Credit Agreement and the Parent Credit Agreement (provided, however, that an event of default caused by or in the control of Parent or Thermo shall not be a condition for such party’s obligation to consummate the Closing).
Sample 1

Related to Conditions to Obligations of Parent, Merger Sub and Thermo

  • Conditions to Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of the following conditions:

  • Conditions to the Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

  • Additional Conditions to Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:

  • Additional Conditions to the Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by Parent:

  • Conditions to Obligations of Parent and Sub The obligations of Parent and Sub to effect the Merger are further subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

  • Conditions to Obligations of Parent The obligation of Parent to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time, of the following conditions:

  • Conditions to Obligations of Buyer and Seller The obligations of Buyer and Seller to complete the transactions contemplated by this Agreement are subject to the satisfaction at or prior to the Closing of the following conditions:

  • Performance of Obligations of Parent and Merger Sub Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date.

  • Conditions to Obligations of Buyer The obligations of Buyer to consummate the transactions contemplated by this Agreement shall be subject to fulfillment at or prior to the Closing of the following conditions (any one or more of which may be waived in whole or in part by Buyer):

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