definiens: means such time as : ( a ) the Parties will have complied with all applicable requirements of the HS R Act ; ( b ) the waiting period under the HSR Act wil l have expired or been terminated early ; ( c ) the Parties a re under no antitrust - related obligation preventing Kymera from granting the Exclusive License in respect of t he applicable Collaboration Target under a timing a greement entered into with a reviewing governmental authorit y that prevents closing without certain notice ; ( d ) no judicial or administrative proceeding opposing consummation of all or any part of this Agreement is pending ; ( e ) no injunction ( whether temporary, preliminary or perma nent ) prohibiting consummation of the license grant s contemplated by Section 10.1.3 in respect of Collab oration Target 2, or any material portion thereof i s in effect ; and ( f ) no requirements or conditions will have bee n formally requested or imposed by the DOJ or FTC i n connection therewith that are not reasonably and mu tually satisfactory to the Parties ( collectively, t he ) . In the event that a Governmental Authority issu es a permanent injunction prohibiting consummation of the license grants contemplated by Section 10.1.3, then either Party may terminate this Agreement with respect to the applic able Collaboration Target upon notice, in which cas e, the applicable provisions of Section 15.3.3 will apply