Acquisitions and Joint Ventures. Cause or obligate Owner to enter into any business combination transaction, including any merger, consolidation, equity exchange, acquisition, sale joint venture, partnership or similar arrangement, or acquire any assets, properties or rights, including leasehold and working interests, in any case involving or that is reasonably expected to involve, aggregate consideration paid by Owner with a value in excess of the Basket Amount during any Budget period.
Acquisitions and Joint Ventures. (a) Purchase or acquire all of the Equity Interests in, or all or substantially all of the property and assets of, any Person (other than any Subsidiary of the Borrower) that, upon the consummation thereof, will be wholly owned directly by the Borrower or one or more of its wholly owned Subsidiaries (including, without limitation, as a result of a merger or consolidation) except any such purchase or acquisition made pursuant to this Section 8.02(a) so long as:
(i) the lines of business of the Person to be (or the property and assets of which are to be) so purchased or otherwise acquired shall not be substantially different than the lines of business currently conducted by the Borrower and its Subsidiaries or any business reasonably related or incidental thereto; and
(ii) (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default or Event of Default shall have occurred and be continuing, (B) the Borrower shall be in compliance with the covenants set forth in Section 8.11 on a Pro Forma Basis after giving effect to such purchase or acquisition and (C) if the total cash and non-cash consideration (including earn-outs, hold-backs and other deferred payment of consideration) paid or to be paid for any such purchase or acquisition exceeds $200,000,000, the Borrower shall provide to the Administrative Agent a certificate signed by a Responsible Officer of the Borrower demonstrating such compliance required pursuant to clause (B) herein.
(b) Make Investments in joint ventures (other than any Subsidiaries) except (i) such Investments existing as of the Closing Date and (ii) such Investments by the Borrower and its Subsidiaries not otherwise permitted under this Section 8.02(b); provided that, in the case of Investments described in clause (b)(ii), (1) the aggregate amount of such Investments made during any fiscal year in such joint ventures pursuant to this clause (b)(ii) shall not exceed $150,000,000 for such fiscal year and (2) no Default or Event of Default shall have occurred and be continuing before and immediately after giving effect to any such Investment.
Acquisitions and Joint Ventures. No Obligor shall (and each Obligor shall ensure that no Group Company will):
(a) acquire a company or a business or undertaking (excluding the incorporation of any new entity or the acquisition of a shelf company or the acquisition by the Borrower of PE Paper Escrow GmbH); or
(b) acquire any shares, stocks, securities or other interests in any Joint Venture, where the value of such acquisition when aggregated with the value of all other such acquisitions (including, for the avoidance of doubt, any share buy backs) made by a Group Company since the date of this Agreement would exceed Euro 25,000,000 (or its equivalent in any currency or currencies) at any time, other than an acquisition made pursuant to a Permitted Lereko Disposal or a Permitted SMF Plantation Disposal.
Acquisitions and Joint Ventures. The Borrower will not, and will not permit any of its Restricted Subsidiaries to invest in any Joint Venture or consummate any Acquisition, unless immediately prior to such Acquisition or investment in any Joint Venture and after giving effect thereto, no Default shall have occurred and be continuing, and:
(i) (a) such transaction is an Acquisition and such Acquisition (if by purchase of assets, merger or consolidation) is effected in such manner that the acquired business, and the related assets, are owned either by the Borrower or a Restricted Subsidiary and, if effected by merger or consolidation involving the Borrower, the Borrower is the continuing or surviving entity and, if effected by merger or consolidation involving a Restricted Subsidiary, the continuing or surviving entity is a Restricted Subsidiary; or (b) such transaction is an Acquisition and such Acquisition (if by purchase of stock or partner, member or other ownership interests) is effected in such manner so that the acquired entity becomes a Restricted Subsidiary; and
(ii) such transaction is an Acquisition or a Joint Venture and immediately after giving effect to such Acquisition or Joint Venture (x) the Borrower is in compliance with Section 6.12 (the determination of such compliance to be calculated on a pro forma basis, as at the end of the fiscal quarter most recently ended prior to the date of such Acquisition or Joint Venture for which financial statements of the Borrower and its Restricted Subsidiaries are available, under the assumption that such Acquisition or Joint Venture and any other Acquisitions or Joint Ventures consummated during the twelve-month period ending on such date shall have occurred, and any Indebtedness in connection therewith shall have been incurred, at the beginning of the applicable period, and under the assumption that interest for such period had been equal to the actual weighted average interest rate in effect for the Loans hereunder on the date of such Acquisition or Joint Venture) and, in the event that the aggregate amount of expenditures in respect of such Acquisition or Joint Venture and of all prior Acquisitions and Joint Ventures made during a single fiscal year and not covered by a certificate delivered under this subclause (ii) exceeds $100,000,000, the Borrower shall have delivered to the Administrative Agent a certificate of a Financial Officer showing calculations in reasonable detail to demonstrate compliance with this subclause (ii) and ce...
Acquisitions and Joint Ventures. No Obligor shall (and each Obligor shall ensure that no Group Company will):
(a) acquire a company or a business or undertaking (excluding the incorporation of any new entity or the acquisition of a shelf company); or
(b) acquire any shares, stocks, securities or other interests in any Joint Venture: where the value of such acquisition when aggregated with the value of all other such acquisitions (including, for the avoidance of doubt, any share buy backs) made by a Group Company after the Signing Date would exceed EUR 75,000,000 (or its equivalent in any currency or currencies), other than an acquisition:
(i) made pursuant to a Permitted Lereko Disposal or a Permitted SMF Plantation Disposal; and
(ii) of any shares, stocks, securities or other interests in any Joint Venture with non-cash consideration where the value of such non-cash acquisition when aggregated with the value of all other such non-cash acquisitions (including, for the avoidance of doubt, any share buy backs) made by a Group Company after the Signing Date would not exceed EUR 75,000,000 (or its equivalent in any currency or currencies).
Acquisitions and Joint Ventures. No Obligor shall (and each Obligor shall ensure that no Group Company will):
(a) acquire a company or a business or undertaking (excluding the incorporation of any new entity or the acquisition of a shelf company or the acquisition by the Company of PE Paper Escrow GmbH); or
(b) acquire any shares, stocks, securities or other interests in any Joint Venture: where the value of such acquisition when aggregated with the value of all other such acquisitions (including, for the avoidance of doubt, any share buy backs) made by a Group Company after the Amendment Date would exceed Euro 75,000,000 (or its equivalent in any currency or currencies), other than an acquisition:
(i) made pursuant to a Permitted Lereko Disposal or a Permitted SMF Plantation Disposal; and
(ii) of any shares, stocks, securities or other interests in any Joint Venture with non-cash consideration where the value of such non-cash acquisition when aggregated with the value of all other such non-cash acquisitions (including, for the avoidance of doubt, any share buy backs) made by a Group Company after the Amendment Date would not exceed Euro 75,000,000 (or its equivalent in any currency or currencies).
Acquisitions and Joint Ventures. Except to the extent permitted by Section 6.9, Borrower shall not, and shall not permit any of the Subsidiaries to, make any Acquisitions or Joint Ventures or to enter into any agreement to make any Acquisitions or Joint Ventures.
Acquisitions and Joint Ventures. The Parent will not, and will procure that no Group Member will, acquire or make any investment in any companies, joint ventures or partnerships or acquire any businesses (or interests therein) other than Permitted Acquisitions or Major Permitted Acquisitions.
Acquisitions and Joint Ventures. The Borrower will not, and will not permit any of its Subsidiaries to invest in any Joint Venture or consummate any Acquisition or otherwise acquire any business, or the related assets, of any other Person (whether by way of purchase of assets or stock, by merger or consolidation or otherwise) except those Investments permitted by Sections 6.04(e), (f) and (g).
Acquisitions and Joint Ventures a) Except as permitted under paragraph b) below, the Borrower shall not, without the consent of the Majority Lenders,
(i) acquire the shares of a company or business operation, or participate therein;
(ii) invest or otherwise participate in, or acquire the shares of, any Joint Ventures; or
(iii) transfer or loan-out assets to a Joint Venture or grant a guarantee, suretyship or other indemnity, security or Quasi-Security to support the liabilities of a Joint Venture or, in any other manner, preserve the solvency of a Joint Venture or supply of working capital to a Joint Venture (in each case including the Group’s Joint Ventures existing at the time of this Agreement).
b) Paragraph a) does not apply, to the extent that:
(i) the acquisition involves registered shell companies (Mantelgesellschaften) or shares of other companies that engage in the business of producing or selling solar modules and operating solar facilities or, as the case may be, in closely related fields connected to the solar industry; and
(ii) the Borrower’s potential liability under a piercing the corporate veil theory has been excluded, either contractually or by law, to the extent such liability has not been expressly allowed under this Agreement.
