Condition to the Obligations of the Parties. The obligations of all of the parties to consummate the Merger are subject to the satisfaction of all the following conditions: (a) No provisions of any applicable Law and no Order shall restrain or prohibit or impose any condition on the consummation of the Transactions. (b) Each consent or approval required to be obtained from any Authority set forth on Schedule 10.1(b) shall have been obtained. (c) There shall not be any Action brought by any governmental Authority to enjoin or otherwise restrict the consummation of the Transactions. (d) Parent shall not have redeemed the Parent Class A Shares in an amount that would cause Parent to have net tangible assets of less than $5,000,001 upon consummation of the Merger. (e) Each of the Parent Proposals shall have been duly approved at the Parent Stockholder Meeting; (f) The Company Stockholder Approval shall have been obtained.
Appears in 2 contracts
Sources: Merger Agreement (Gemini Therapeutics, Inc. /DE), Merger Agreement (FS Development Corp.)