Common use of Conditions to Closing Termination Clause in Contracts

Conditions to Closing Termination. (a) The obligations of Orbitz and PAR to consummate the Debt Exchange shall be subject to (i) the receipt of shareholder approval required under the New York Stock Exchange rules, (ii) the absence of any provision of any applicable law that would prohibit the consummation of the closing, (iii) the simultaneous closing of the Share Purchase and (iv) the expiration or termination of any applicable waiting period under the ▇▇▇▇-▇▇▇▇▇ ▇▇▇▇▇▇ Act relating to the transactions contemplated hereby. The parties will use reasonable best efforts to consummate the transactions contemplated hereby, including obtaining all required consents and approvals (b) This agreement may be terminated, which will automatically revoke Travelport’s consent to the transactions contemplated by the Debt Exchange and Share Purchase, at any time prior to the closing by (i) mutual written consent of the parties hereto or (ii) by either party if the closing has not occurred prior to June 2, 2010.