This excerpt taken from the NVS 20-F filed Jan 28, 2009.
Section 9.1 Conditions Precedent to Performance of the Parties
The obligations of the parties to consummate the Second Stage Acquisition are subject to fulfillment or waiver, at or prior to the Second Stage Closing, of each of the following conditions:
This excerpt taken from the NVS 20-F filed Jan 28, 2008.
8.1 Conditions Precedent to Performance of the Parties
The obligations of the parties to consummate the transactions contemplated by this Agreement are subject to fulfillment or waiver, at or prior to the Closing, of each of the following conditions:
(a) Regulatory Requirements: (i) Any waiting period (and any extension thereof) under the HSR Act applicable to the transactions contemplated hereby will have expired and any investigations relating to the sale hereunder that may have been opened by either the Department of Justice or the Federal Trade Commission by means of a request for additional information have been terminated, (ii) if the European Commission or any member state has jurisdiction to examine the transactions contemplated by
this Agreement, a decision will have been adopted by the European Commission pursuant to Council Regulation (EC) 139/2004, as amended, declaring that such transactions are compatible with the common market (either unconditionally or subject to the fulfillment of certain conditions or obligations) or compatibility will have been deemed under Article 10(6) of the European Commission Merger Regulation, provided that if one or more member states of the European Community has jurisdiction to examine the transactions contemplated by this Agreement, whether by referral or otherwise, then (A) the approval of such member state under the applicable national competition laws of such member state or (B) the expiration or termination of any applicable waiting period without any injunction or restraining order having been made shall be required, (iii) if the transactions contemplated by this Agreement are notifiable pursuant to Mexicos Competition Act, all filings shall have been duly made and all approvals or notices of non-objection shall have been duly received; and (iv) all filings with the New York Department required in connection with the completion of the transactions contemplated by this Agreement under applicable New York Legal Requirements shall have been made and all approvals in New York in connection with such filings shall have been received.
(b) No Order: No Governmental Authority will have enacted, issued, enforced or entered into any statute, rule, regulation, injunction or other order (whether temporary, preliminary or permanent) that is in effect and has the effect of making the transactions contemplated by this Agreement illegal or otherwise restraining or prohibiting consummation of such transactions; provided, however, that prior to asserting non-satisfaction of this Section 8.1(b), the Buyer must have complied with its obligations under Sections 7.6 and 7.7.