Common use of Conditions to Obligations of Each Party to Effect the Closing Clause in Contracts

Conditions to Obligations of Each Party to Effect the Closing. The respective obligations of each party hereto to effect the Closing shall be subject to the fulfillment on or prior to the Closing Date of the following conditions. None of the conditions are waivable without written consent of Company and ADS: (a) The Exchange and the other proposals contained in ADS shareholder consents shall have been approved by the ADS Shareholders in accordance with applicable law; and (b) No order shall have been entered and remained in effect in any action or proceeding before any foreign, federal or state court or governmental agency or other foreign, federal or state regulatory or administrative agency or commission that would prevent or make illegal the consummation of the transactions contemplated hereby.