Common use of Conditions to Obligations of Buyer and Seller Clause in Contracts

Conditions to Obligations of Buyer and Seller. The obligations of Buyer and Seller to consummate the transactions contemplated by this Agreement are subject to the satisfaction on or prior to the Closing Date of the following conditions: (a) The waiting period applicable to the consummation of the transactions contemplated by this Agreement under the HSR Act and any applicable waiting periods under the Other Antitrust Laws shall have expired or been terminated and all other Authorizations and Orders of, declarations and filings with, and notices to any Governmental Entity, required to permit the consummation of the transactions contemplated by this Agreement and set forth on Schedule 8.1 shall have been obtained or made and shall be in full force and effect. (b) No temporary restraining order, preliminary or permanent injunction or other Order preventing the consummation of the transactions contemplated by this Agreement shall be in effect. No Law shall have been enacted or shall be deemed applicable to the transactions contemplated by this Agreement which makes the consummation of such transactions illegal. (c) This Agreement shall not have been terminated in accordance with Section 9.1.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Alphatec Holdings, Inc.), Purchase and Sale Agreement (Globus Medical Inc)

Conditions to Obligations of Buyer and Seller. The obligations of Buyer and the Seller Group to consummate the transactions contemplated by this Agreement are subject to the satisfaction on or prior to the Closing Date of the following conditions: (a) The waiting period applicable to the consummation of the transactions contemplated by this Agreement under the HSR Act and any applicable waiting periods under the Other Antitrust Laws shall have expired or been terminated and all other Authorizations and Orders of, declarations and filings with, and notices to any Governmental Entity, required to permit the consummation of the transactions contemplated by this Agreement and set forth on Schedule 8.1 shall have been obtained or made and shall be in full force and effect. (b) No temporary restraining order, preliminary or permanent injunction or other Order preventing the consummation of the transactions contemplated by this Agreement shall be in effect. No Law shall have been enacted or shall be deemed applicable to the transactions contemplated by this Agreement which makes the consummation of such transactions illegal. (c) This Agreement shall not have been terminated in accordance with Section 9.1.

Appears in 1 contract

Sources: Asset Purchase Agreement (Li3 Energy, Inc.)

Conditions to Obligations of Buyer and Seller. The obligations of Buyer and Seller to consummate the transactions contemplated by this Agreement Closing are subject to the satisfaction on or prior to the Closing Date of the following conditions: (a) The Any applicable waiting period applicable to the consummation of the transactions contemplated by this Agreement under the HSR Act and any applicable waiting periods under relating to the Other Antitrust Laws transactions contemplated hereby shall have expired or been terminated and Buyer shall have received all other Authorizations and Orders of, declarations and filings with, and notices to any Governmental Entity, unconditional antitrust approvals required to permit consummate the transactions contemplated hereby in the jurisdictions set forth on Section 4.03 of the Buyer Disclosure Schedule. (b) No provision of any Applicable Law shall prohibit the consummation of the transactions contemplated by this Agreement and set forth on Schedule 8.1 shall have been obtained or made and shall be in full force and effectClosing. (bc) No temporary restraining order, preliminary or permanent injunction or other Order order issued by any court of competent jurisdiction preventing the consummation of the transactions contemplated by this Agreement shall be in effect. No Law shall have been enacted issued and in effect or shall be deemed applicable to any Applicable Law enacted, entered or enforced which makes the consummation of the transactions contemplated by this Agreement which makes the consummation of such transactions illegal. (c) This Agreement shall not have been terminated in accordance with Section 9.1.

Appears in 1 contract

Sources: Stock Purchase Agreement (1 800 Flowers Com Inc)

Conditions to Obligations of Buyer and Seller. The obligations of Buyer and Seller to consummate the transactions contemplated by this Agreement are subject to the satisfaction on or prior to the Closing Date of the following conditions: (a) The Any waiting period applicable to the consummation of the transactions contemplated by this Agreement under the HSR Act and any applicable waiting periods under the Other Foreign Antitrust Laws shall have expired or been terminated and and] all other Authorizations and Governmental Orders of, declarations and filings with, and notices to any Governmental Entity, required to permit the consummation of the transactions contemplated by this Agreement and set forth on Schedule 8.1 shall have been obtained or made and shall be in full force and effect. (b) No temporary restraining order, preliminary or permanent injunction or other Governmental Order preventing the consummation of the transactions contemplated by this Agreement shall be in effect. No Law shall have been enacted or shall be deemed applicable to the transactions contemplated by this Agreement which makes the consummation of such transactions illegal. (c) This Agreement shall not have been terminated in accordance with Section 9.1.

Appears in 1 contract

Sources: Asset Purchase Agreement (Advanced Energy Industries Inc)