Conditions Precedent to Consummation of the IPO. The obligations of the parties to consummate the Separation and the settlement of the IPO shall be subject to the following conditions, which conditions shall be for the sole benefit of Parent, which conditions may be waived by Parent in its sole and absolute discretion, and any determination by Parent regarding the satisfaction or waiver of any of such conditions shall be conclusive, and which conditions shall not give rise to or create any duty on the part of Parent or the Parent Board to waive or not waive such conditions or in any way limit Parent’s right to terminate this Agreement as set forth in this Agreement or alter the consequences of any such termination from those specified in this Agreement: (a) final approval of the Separation and the IPO shall have been given by the Parent Board in its sole discretion; (b) the Separation shall have been completed in accordance with the provisions of Article II and the Plan of Reorganization;
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Sources: Separation and Distribution Agreement (Livent Corp.)
Conditions Precedent to Consummation of the IPO. The obligations of the parties to consummate the Separation and the settlement of the IPO shall be subject to the following conditions, which conditions shall be for the sole benefit of Parent, which conditions may be waived by Parent in its sole and absolute discretion, and any determination by Parent regarding the satisfaction or waiver of any of such conditions shall be conclusive, and which conditions shall not give rise to or create any duty on the part of Parent or the Parent Board to waive or not waive such conditions or in any way limit Parent’s right to terminate this Agreement as set forth in this Agreement or alter the consequences of any such termination from those specified in this Agreement:
(a) final approval of the Separation and the IPO shall have been given by the Parent Board in its sole discretion;
(b) the Separation shall have been completed in accordance with the provisions of Article Article II and the Plan of Reorganization;
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