Common use of Mutual Conditions to Closing Clause in Contracts

Mutual Conditions to Closing. The obligations of Purchasers, on the one hand, and the Partnership, on the other hand, to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction as of the Closing of each of the following conditions (any or all of which may be waived by a party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no statute, rule, order, decree, or regulation shall have been enacted or promulgated by any Governmental Entity which temporarily, preliminarily, or permanently restrains, precludes, enjoins, or otherwise prohibits the consummation of the transactions contemplated hereby or under the other Transaction Documents or makes the transactions contemplated hereby or under the other Transaction Documents illegal; provided, that unless an order or decree is issued because (A) the Partnership breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by any Purchaser or its Affiliates shall be a condition to the obligations of Purchasers to consummate the transactions contemplated by this Agreement or (B) a Purchaser breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by the Partnership or any of its Affiliates shall be a condition to the obligations of the Partnership to consummate the transactions contemplated by this Agreement; and (ii) there shall not be pending any suit, action, or proceeding initiated by any Governmental Entity seeking to restrain, preclude, enjoin, or prohibit the transactions contemplated hereby or under the other Transaction Documents.

Mutual Conditions to Closing. The obligations obligation hereunder of Purchasers, on the one handInvestor to purchase, and Issuer to sell, the PartnershipShares at the Closing is subject to the satisfaction, on at or before the other handClosing, of each of the conditions set forth below (unless waived by Investor and Issuer): 10.1 All consents and approvals of any regulatory body or agency necessary to consummate the transactions contemplated by this Agreement shall be subject have been obtained and all notice and waiting periods required by law to the satisfaction as pass after receipt of such approvals or consents shall have passed, and all conditions to consummation of the Closing transactions set forth in this Agreement shall have been satisfied. 10.2 There shall be no actual or threatened causes of each of the following conditions (any action, investigations or all of which may be waived by a party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): proceedings (i) no statute, rule, order, decree, challenging the validity or regulation shall have been enacted legality of this Agreement or promulgated by any Governmental Entity which temporarily, preliminarily, or permanently restrains, precludes, enjoins, or otherwise prohibits the consummation of the transactions contemplated hereby or under the other Transaction Documents or makes by this Agreement, (ii) seeking damages in connection with the transactions contemplated hereby or under the other Transaction Documents illegal; provided, that unless an order or decree is issued because (A) the Partnership breached a warranty, covenant, or agreement by it in this Agreement, no order or (iii) seeking to restrain or invalidate the transactions contemplated by this Agreement, which, in the reasonable judgment of the parties, based upon advice of counsel, would have a material adverse effect with respect to the interests of the parties to this Agreement. No judgment, order, injunction or decree (whether temporary, preliminary or permanent) issued in connection with a Proceeding instituted by any Purchaser court or its Affiliates shall be a condition to agency of competent jurisdiction or other legal restraints or prohibition preventing the obligations consummation of Purchasers to consummate the transactions contemplated by this Agreement shall be in effect. No statute, rule, regulation, order, injunction or decree (Bwhether temporary, preliminary or permanent) a Purchaser breached a warrantyshall have been enacted, covenantentered, promulgated or enforced by any regulatory authority that prohibits, restricts, or agreement by it makes illegal the consummation of the transactions contemplated in this Agreement, no order or decree issued in connection with a Proceeding instituted by the Partnership or any of its Affiliates shall be a condition to the obligations of the Partnership to consummate the transactions contemplated by this Agreement; and (ii) there shall not be pending any suit, action, or proceeding initiated by any Governmental Entity seeking to restrain, preclude, enjoin, or prohibit the transactions contemplated hereby or under the other Transaction Documents.

Mutual Conditions to Closing. The obligations obligation hereunder of Purchasers, on the one handInvestor to purchase, and Issuer to sell, the PartnershipShares at the Closing is subject to the satisfaction, on at or before the other handClosing, of each of the conditions set forth below (unless waived by Investor and Issuer): 9.1. All consents and approvals of any regulatory body or agency necessary to consummate the transactions contemplated by this Agreement shall be subject have been obtained and all notice and waiting periods required by law to the satisfaction as pass after receipt of such approvals or consents shall have passed, and all conditions to consummation of the Closing transactions set forth in this Agreement shall have been satisfied. 9.2. There shall be no actual or threatened causes of each of the following conditions (any action, investigations or all of which may be waived by a party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): proceedings (i) no statute, rule, order, decree, challenging the validity or regulation shall have been enacted legality of this Agreement or promulgated by any Governmental Entity which temporarily, preliminarily, or permanently restrains, precludes, enjoins, or otherwise prohibits the consummation of the transactions contemplated hereby or under the other Transaction Documents or makes by this Agreement, (ii) seeking damages in connection with the transactions contemplated hereby or under the other Transaction Documents illegal; provided, that unless an order or decree is issued because (A) the Partnership breached a warranty, covenant, or agreement by it in this Agreement, no order or (iii) seeking to restrain or invalidate the transactions contemplated by this Agreement, which, in the reasonable judgment of the parties, based upon advice of counsel, would have a material adverse effect with respect to the interests of the parties to this Agreement. No judgment, order, injunction or decree (whether temporary, preliminary or permanent) issued in connection with a Proceeding instituted by any Purchaser court or its Affiliates shall be a condition to agency of competent jurisdiction or other legal restraints or prohibition preventing the obligations consummation of Purchasers to consummate the transactions contemplated by this Agreement shall be in effect. No statute, rule, regulation, order, injunction or decree (Bwhether temporary, preliminary or permanent) a Purchaser breached a warrantyshall have been enacted, covenantentered, promulgated or enforced by any regulatory authority that prohibits, restricts, or agreement by it makes illegal the consummation of the transactions contemplated in this Agreement, no order or decree issued in connection with a Proceeding instituted by the Partnership or any of its Affiliates shall be a condition to the obligations of the Partnership to consummate the transactions contemplated by this Agreement; and (ii) there shall not be pending any suit, action, or proceeding initiated by any Governmental Entity seeking to restrain, preclude, enjoin, or prohibit the transactions contemplated hereby or under the other Transaction Documents.

Mutual Conditions to Closing. The respective obligations of Purchasers, on the one hand, and the Partnership, on the other hand, each Party to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction as of or waiver at or prior to the Closing Closing, of each of the following conditions (any or all of which may be waived by a party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law):conditions: (a) The Bankruptcy Court shall have entered the (i) Sale Order and (ii) the Confirmation Order, and each such Order shall be a Final Order on the Closing Date; (b) no statute, rule, regulation, executive order, decree, ruling, injunction or regulation other Order (whether temporary, preliminary or permanent) shall have been enacted enacted, entered, promulgated or promulgated enforced by any Governmental Entity Authority and (ii) no claim, suit action, investigation, litigation or proceeding shall be pending or threatened in or before any Governmental Authority, in either case, which temporarily, preliminarily, prohibits or permanently restrains, precludes, enjoins, or otherwise prohibits seeks to prohibit the consummation of the transactions contemplated hereby or under the other Transaction Documents or makes the transactions contemplated hereby or under the other Transaction Documents illegal; provided, that unless an order or decree is issued because (A) the Partnership breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by any Purchaser or its Affiliates shall be a condition to the obligations of Purchasers to consummate the transactions contemplated by this Agreement or the Ancillary Agreements; provided, however, that prior to invoking this condition each Party agrees to comply with Section 5.6; (Bc) a Purchaser breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by (i) the Partnership or waiting period (and any of its Affiliates shall be a condition extension thereof) applicable to the obligations of the Partnership to consummate the transactions contemplated by this AgreementAgreement under the HSR Act shall have been terminated or shall have expired, and (ii) all other material authorizations, consents, Orders or approvals of, or declarations or filings with, or expiration of waiting periods imposed by, any Governmental Authority necessary for the consummation of the transactions contemplated by this Agreement shall have been filed or been obtained; and (iid) there each Ancillary Agreement shall not be pending any suit, action, or proceeding initiated have been executed by any Governmental Entity seeking the applicable Party to restrain, preclude, enjoin, or prohibit the transactions contemplated hereby or under the other Transaction Documentssuch agreement.

Mutual Conditions to Closing. The respective obligations of Purchasers, on the one hand, and the Partnership, on the other hand, each Party to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction as of or waiver at or prior to the Closing Closing, of each of the following conditions (any or all of which may be waived by a party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law):conditions: (a) The Bankruptcy Court shall have entered the (i) Sale Order and (ii) the Confirmation Order, and each such Order shall be a Final Order on the Closing Date; (b) no statute, rule, regulation, executive order, decree, ruling, injunction or regulation other Order (whether temporary, preliminary or permanent) shall have been enacted enacted, entered, promulgated or promulgated enforced by any Governmental Entity Authority and (ii) no claim, suit action, investigation, litigation or proceeding shall be pending or threatened in or before any Governmental Authority, in either case, which temporarily, preliminarily, prohibits or permanently restrains, precludes, enjoins, or otherwise prohibits seeks to prohibit the consummation of the transactions contemplated hereby or under the other Transaction Documents or makes the transactions contemplated hereby or under the other Transaction Documents illegal; provided, that unless an order or decree is issued because (A) the Partnership breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by any Purchaser or its Affiliates shall be a condition to the obligations of Purchasers to consummate the transactions contemplated by this Agreement or the Ancillary Agreements; provided, however, that prior to invoking this condition each Party agrees to comply with Section 5.6; (Bi) a Purchaser breached a warranty, covenant, or agreement by it in this Agreement, no order or decree issued in connection with a Proceeding instituted by the Partnership or waiting period (and any of its Affiliates shall be a condition extension thereof) applicable to the obligations of the Partnership to consummate the transactions contemplated by this AgreementAgreement under the HSR Act shall have been terminated or shall have expired, and (ii) all other material authorizations, consents, Orders or approvals of, or declarations or filings with, or expiration of waiting periods imposed by, any Governmental Authority necessary for the consummation of the transactions contemplated by this Agreement shall have been filed or been obtained; and (iid) there each Ancillary Agreement shall not be pending any suit, action, or proceeding initiated have been executed by any Governmental Entity seeking the applicable Party to restrain, preclude, enjoin, or prohibit the transactions contemplated hereby or under the other Transaction Documentssuch agreement.