Common use of CONDITIONS TO OBLIGATIONS OF ST Clause in Contracts

CONDITIONS TO OBLIGATIONS OF ST. XXXX AND THE COMPANY. The obligations of St. Xxxx and the Company to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or prior to the Closing, of each of the following conditions: (a) the Firm Public Offering Shares shall have been delivered; (b) no Action shall have been commenced by any Governmental Authority, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which, in the reasonable, good faith determination of either St. Xxxx or the Company, is likely to render it impossible or unlawful to consummate such transactions; (c) the parties hereto, or their Subsidiaries, as applicable, shall have executed and delivered to each other each of the Ancillary Agreements to which they are a party; and (d) all consents, approvals, authorizations, registrations, licenses or qualifications set forth on SCHEDULE 6.02(b) with any court or governmental authority required for the consummation of the transactions contemplated by this Agreement or any of the Ancillary Agreements shall have been obtained, shall not contain limitations or conditions which would materially adversely affect the ability of the Company and its Post-closing Subsidiaries to conduct the Transferred Business after the Closing, and shall be in full force and effect.

CONDITIONS TO OBLIGATIONS OF ST. XXXX AND THE COMPANY. The obligations of St. Xxxx and the Company to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or prior to the Closing, of each of the following conditions: (a) the Firm Public Offering Shares shall have been delivered; (b) no Action shall have been commenced by any Governmental Authority, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which, in the reasonable, good faith determination of either St. Xxxx or the Company, is likely to render it impossible or unlawful to consummate such transactions; (c) the parties hereto, or their Subsidiaries, as applicable, shall have executed and delivered to each other each of the Ancillary Agreements to which they are a party; and (d) all consents, approvals, authorizations, registrations, licenses or qualifications set forth on SCHEDULE 6.02(b9.01(d) with any court or governmental authority required for the consummation of the transactions contemplated by this Agreement or any of the Ancillary Agreements shall have been obtained, shall not contain limitations or conditions which would materially adversely affect the ability of the Company and its Post-closing Subsidiaries to conduct the Transferred Business after the Closing, and shall be in full force and effect.

CONDITIONS TO OBLIGATIONS OF ST. XXXX AND THE COMPANY. The obligations of St. Xxxx and the Company to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or prior to the Closing, of each of the following conditions: (a) the Firm Public Offering Shares and the Firm Units shall have been delivered; (b) no Action shall have been commenced by any Governmental Authority, seeking to restrain or materially and adversely alter the transactions contemplated by this Agreement which, in the reasonable, good faith determination of either St. Xxxx or the Company, is likely to render it impossible or unlawful to consummate such transactions; (c) the parties hereto, or their Subsidiaries, as applicable, shall have executed and delivered to each other each of the Ancillary Agreements to which they are a party; and (d) all consents, approvals, authorizations, registrations, licenses or qualifications set forth on SCHEDULE 6.02(b) with any court or governmental authority required for the consummation of the transactions contemplated by this Agreement or any of the Ancillary Agreements shall have been obtained, shall not contain limitations or conditions which would materially adversely affect the ability of the Company and its Post-closing Closing Subsidiaries to conduct the Transferred Business after the Closing, and shall be in full force and effect.