Hostile Takeovers Sample Clauses
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Hostile Takeovers. Neither the Borrower nor any of the Subsidiary Guarantors will, nor will they permit their Subsidiaries to acquire or attempt to acquire, whether by stock acquisition, purchase of assets, merger, consolidation or otherwise, any assets, stock or business of any entities in any transaction that has not been approved by the board of directors of the entity whose stock, assets or business is or are to be acquired; provided, however, that the foregoing shall not prohibit any purchase in the open market of not more than 5% of the fully diluted outstanding capital stock of any corporation made in accordance with the provisions of this Credit Agreement.
Hostile Takeovers. Make or commit to make any Investment by the Borrower and/or any of the Subsidiaries in connection with a Hostile Takeover.
Hostile Takeovers. In the event that the Borrower wishes to utilize proceeds of one or more Accommodations under the Revolving Facility to, or to provide funds to any Subsidiary, Affiliate or other Person to, finance an offer to acquire (which shall include an offer to purchase securities, solicitation of an offer to sell securities, an acceptance of an offer to sell securities, whether or not the offer to sell was solicited, or any combination of the foregoing) outstanding securities of any Person (the “Target”) which constitutes a “take-over bid” pursuant to applicable corporate or securities legislation (in any case, a “Takeover”), and if the Takeover is, under applicable Law, such as to require the board of directors of the Target to prepare a directors circular or like document that includes either a recommendation to accept or reject the Takeover or a statement that they are unable to make or are not making a recommendation, then either:
(a) prior to or concurrently with delivery to the Administrative Agent of any Accommodation Request, the proceeds of which are intended to be utilized as aforesaid, the Borrower shall provide to the Administrative Agent evidence satisfactory to the Administrative Agent (acting reasonably) that the board of directors or like body of the Target, or the holders of all of the securities of the Target, has or have approved, accepted, or recommended to security holders acceptance of, the Takeover; or
(b) the following steps shall be followed:
(i) at least five Business Days prior to the delivery to the Administrative Agent of such Accommodation Request, the Borrower shall advise the Administrative Agent (who shall promptly advise each Revolving Lender) of the particulars of such Takeover;
(ii) within three Business Days of being so advised, each Revolving Lender shall notify the Administrative Agent of such Lender’s determination as to whether it is willing to fund under such Accommodation Request; provided that, in the event such Lender does not so notify the Administrative Agent within such three Business Day period, such Lender shall be deemed to have notified the Administrative Agent that it is so willing to fund; and
(iii) the Administrative Agent shall promptly notify the Borrower of each such Lender’s determination; and in the event that any Revolving Lender (each, a “Declining Lender”) has notified the Administrative Agent that it is not willing to fund under such Accommodation Request, then such Declining Lender shall have no obliga...