Conditions to the Obligations of Each Party to Effect the Transactions Clause Samples
This clause defines the specific requirements that must be satisfied by all parties before the transaction can be completed. Typically, these conditions include obtaining necessary regulatory approvals, ensuring that all representations and warranties remain true, and that no material adverse changes have occurred. By setting out these prerequisites, the clause ensures that each party is protected from proceeding with the transaction under unfavorable or unexpected circumstances, thereby allocating risk and providing a clear framework for closing the deal.
Conditions to the Obligations of Each Party to Effect the Transactions. The respective obligations of the Parties to consummate the Transactions are subject to the satisfaction or waiver in writing at or prior to the Closing of each of the following conditions:
(a) No Injunctions or Legal Prohibitions. No temporary restraining order, preliminary or permanent injunction or other judgment, Order or decree issued by a court of competent jurisdiction or other Governmental Authority which prevents the consummation of the Transactions shall have been issued and remain in effect, and no Law shall have been enacted, promulgated or enforced by any Governmental Authority which would make the consummation of the Transactions illegal or would prohibit or prevent the consummation of the Transactions; provided, however, that the parties shall use their respective reasonable best efforts (including by way of appeal) to have any Order, injunction or judgment vacated, reversed, lifted or otherwise rendered ineffective.
Conditions to the Obligations of Each Party to Effect the Transactions. The respective obligations of the Parties to effect the Transactions are subject to the fulfillment or waiver by written consent of the other Parties, where permissible, at or prior to the applicable Closing Date, of each of the following conditions:
Conditions to the Obligations of Each Party to Effect the Transactions. The respective obligations of each party to consummate the Transactions are subject to the satisfaction, on or before the Closing Date, of each of the following conditions, unless waived in writing by Miltec and by Ducommun or Buyer:
(a) No statute, rule or regulation shall have been enacted or promulgated and no permanent injunction, preliminary injunction, temporary restraining order or other order shall have been entered, and not vacated, by a court or administrative agency of competent jurisdiction in any proceeding or action, which enjoins, restrains, makes illegal or prohibits consummation of the Transactions; and
(b) Any waiting period applicable to the Merger under the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended, and similar merger notification laws or regulations of foreign Governmental Entities shall have terminated or expired.
Conditions to the Obligations of Each Party to Effect the Transactions. The respective obligations of each of Hulu and Fubo to effect the Transactions shall be subject to the satisfaction (or, to the extent permitted by applicable Law, the waiver at or prior to the Closing) of each of the following conditions: