Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person’s Affiliates or Associates) which agreement has been approved by the Board prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, in the event of any merger or other acquisition transaction involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person's Affiliates or Associates) which agreement has been approved by the Board of Directors of the Company prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person's Affiliates or Associates or any Person (or any Affiliate or Associate of such Person) Acting in Concert with such first Person (or any Affiliate or Associate of such first Person)) which agreement has been approved by the Board of Directors of the Company prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (i), (ii) or (iii) of Section 13.1.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person’s Affiliates or Associates) which agreement has been approved by the Board of Directors of the Company prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1. Prompt written notice shall be given to the Rights Agent of any such approved acquisition.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person's Affiliates or Associates) which agreement has been approved by the Board of Directors of the Company prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1. 24
Approved Acquisitions. (a) As of the Effective Date, all conditions precedent to, and all consents necessary to permit, the Rent-it-Center Acquisition pursuant to the Rent-it-Center Acquisition Documents have been satisfied or delivered (except for such conditions precedent and consents which, if not satisfied or obtained, could not reasonably be expected to affect adversely the rights of the Agent, the Issuing Bank or any Lender), and no material breach of any term or provision of any Rent-it-Center Acquisition Document has occurred and no action has been taken by any competent authority which restrains, prevents or imposes material adverse conditions upon, or seeks to restrain, prevent or impose material adverse conditions upon, the Rent-it-Center Acquisition or the making of any Loans in connection therewith. As of the Effective Date, RSC Center has acquired all of the issued and outstanding capital stock of Rent-it-Center and substantially all of the assets of each of its Affiliates operating under the "Center Rental & Sales, Inc." name pursuant to the Rent-it-Center Acquisition Documents, in each case in compliance in all material respects with all applicable Requirements of Law.
(b) As of the Xxxxx Acquisition Effective Date, all conditions prece dent to, and all consents necessary to permit, the Xxxxx Acquisition pursuant to the Xxxxx Acquisition Documents have been satisfied or delivered (except for such conditions precedent and consents which, if not satisfied or obtained, could not reasonably be expected to affect adversely the rights of the Agent, the Issuing Bank or any Lender), and no material breach of any term or provision of any Xxxxx Acquisition Document has occurred and no action has been taken by any competent authority which restrains, prevents or imposes material adverse conditions upon, or seeks to restrain, prevent or impose material adverse conditions upon, the Xxxxx Acquisition or the making of any Loans in connection therewith. As of the Xxxxx Acquisition Effective Date, RSC Alabama has acquired all of the issued and outstanding capital stock of Xxxxx pursuant to the Xxxxx Acquisition Documents, in compliance in all material respects with all applicable Requirements of Law.
Approved Acquisitions. In determining the amount of Investments, acquisitions, loans, advances and Guaranties, permitted pursuant to this Section 7.2(i), Investments and acquisitions shall always be taken at the original cost thereof (regardless of any subsequent appreciation or depreciation therein), loans and advances shall be taken at the principal amount thereof then remaining unpaid, and Guaranties shall be taken at the amount of obligations guaranteed thereby.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person's Affiliates or Associates) which agreement has been approved by the Board of Directors of the Company prior to any Person becoming an Acquiring Person, this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1."
10. The second sentence of Section 22 of the Rights Agreement is hereby amended to read in its entirety as follows: "In addition, in connection with the issuance or sale of Common Shares following the Distribution Date and prior to the Expiration Date, the Company shall, with respect to Common Shares so issued or sold pursuant to the exercise of stock options or under any employee plan or arrangement, granted or awarded, or upon exercise, conversion or exchange of securities hereinafter issued by the Company, in each case existing prior to the Distribution Date, issue Right Certificates representing the appropriate number of Rights in connection with such issuance or sale; PROVIDED, HOWEVER, that (i) no such Right Certificate shall be issued if, and to the extent that, the Company shall be advised by counsel that such issuance would create a significant risk of material adverse tax consequences to the Company or the Person to whom such Right Certificate would be issued and (ii) no such Right Certificate shall be issued if, and to the extent that, appropriate adjustment shall otherwise have been made in lieu of the issuance thereof."
Section 23.1 of the Rights Agreement is hereby amended and restated in its entirety as follows:
Approved Acquisitions. If the Limited Partner Approves the proposed acquisition pursuant to Section 5.1.1 above or Section 5.1.4(c)(i) below, the Partners shall make Capital Contributions to the Partnership within five (5) business days after the General Partner requests such Capital Contributions equal to their respective Percentage Interests of the Purchase Price for such acquisition.
Approved Acquisitions. Notwithstanding anything contained herein to the contrary, upon the consummation of any merger or other acquisition transaction of the type described in clause (A), (B) or (C) of Section 13.1 involving the Company pursuant to a merger or other acquisition agreement between the Company and any Person (or one or more of such Person’s Affiliates or Associates) which agreement has been approved by the Board prior to any Person becoming an Acquiring Person (including the Merger Agreement), this Agreement and the rights of holders of Rights hereunder shall be terminated in accordance with Section 7.1. For purposes of clarity, Section 13.1 and Section 13.2 shall not be applicable to the transactions contemplated by the Merger Agreement.
