Common use of Conditions to Obligations of Each Party to Close Clause in Contracts

Conditions to Obligations of Each Party to Close. The respective obligations of each Party to this Agreement to consummate the Transaction shall be subject to the satisfaction, on or prior to the Closing Date, of each of the following condition(s), any of which may be waived by the Buyers and/or the Sellers, as applicable, in writing: (a) No Legal Impediments to Closing. There shall not be in effect any new Legal Requirement or Order issued by any Governmental Body preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise affecting the right or ability of any Buyer to own the Target Interests or operate or control any Hyperlink Company as contemplated herein, nor shall any Proceeding be pending that seeks any of the foregoing. There shall not be any new Legal Requirement that (i) prohibits any Seller from selling the Target Interests as contemplated herein, (ii) prohibits any Buyer from owning the Target Interests or operating or controlling any Hyperlink Company as contemplated herein, or (iii) makes this Agreement or the consummation of the Transaction illegal.

Conditions to Obligations of Each Party to Close. The respective obligations of each Party to this Agreement to consummate the Transaction shall and take the other actions required to be subject to the satisfaction, taken by each Party on or prior to the Closing Date, of each Date shall be subject to the satisfaction of the following condition(s), any of which may be conditions (unless waived in writing by the Buyers and/or the SellersBuyer or Seller, as applicable, in writing: ): (a) No Legal Impediments to Closing. There there shall not be in effect any new Legal Requirement or Order issued by any Governmental Body Authority preventing the consummation of the Transaction, seeking any Damages as a result of the Transaction, or otherwise materially and adversely affecting the right or ability of any the Company to develop, construct, own, lease, license, operate or maintain the Project or the Project Assets or of Buyer to own acquire the Target Interests or operate or control any Hyperlink Company as contemplated hereinMembership Interests, nor shall any Proceeding be pending that seeks any of the foregoing. There ; and (b) there shall not be any new Legal Requirement that (i) prohibits any Applicable Law prohibiting Seller from selling the Target Interests as contemplated hereinMembership Interests, (ii) prohibits any prohibiting Buyer from owning acquiring the Target Membership Interests or prohibiting the Company from developing, constructing, owning, leasing, licensing, operating or controlling any Hyperlink Company as contemplated hereinmaintaining the Project or the Project Assets, or (iii) that makes this Agreement or the consummation of the Transaction illegal.