Common use of Limitations on Certain Acquisitions Clause in Contracts

Limitations on Certain Acquisitions. Acquire by purchase or otherwise all the business or assets of, or stock or other evidences of beneficial ownership of, any Person (other than, to the extent otherwise restricted by this subsection 8.9, the Partnership Transaction), except that the Borrower and its Subsidiaries shall be allowed to make any such acquisitions so long as, on the date of consummation thereof, immediately before, and after giving effect to, such acquisition, (a) no Event of Default shall have occurred and be continuing; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI Incremental Facility, the satisfaction of the condition set forth in this clause (a) shall (to the extent requested by the Borrower and agreed by the Administrative Agent and the lenders under such GPI Incremental Facility) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition (so long as no Event of Default under any of subsection 9(a) or (f) shall have occurred and be continuing at the time of the consummation of such Limited Conditionality Acquisition or would result therefrom) and (b) if the aggregate cash consideration paid by the Borrower and its Subsidiaries for such acquisition exceeds $100,000,000, the Borrower shall be in Pro Forma Compliance; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI Incremental Facility, the satisfaction of the condition set forth in this clause (b) shall (to the extent requested by the Borrower and agreed by the Administrative Agent and the lenders under such GPI Incremental Facility) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition.

Limitations on Certain Acquisitions. Acquire At any time a Collateral/Covenant Release Period is not in effect, acquire by purchase or otherwise all the business or assets of, or stock or other evidences of beneficial ownership of, any Person (other than, to the extent otherwise restricted by this subsection 8.9, the Partnership Transaction)Person, except that the Borrower Company and its Subsidiaries shall be allowed to make any such acquisitions so long as, on the date of consummation thereof, immediately before, and after giving effect to, such acquisition, (a) no Event of Default shall have occurred and be continuing; continuing (provided that if such acquisition is a Limited Conditionality Acquisition Condition Transaction financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental FacilityFacility or any Indebtedness under subsection 8.2(e), the satisfaction of the condition set forth in this clause (a) shall (to the extent requested by the Borrower and agreed by the Administrative Agent and the lenders under such GPI Incremental FacilityCompany has made an LCT Election) be determined on subject to the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition (so long as provisions set forth in subsection 1.8; provided that no Event of Specified Default under any of subsection 9(a) or (f) shall have occurred and be continuing at the time of the consummation of such Limited Conditionality Acquisition Condition Transaction or would result therefrom) and (b) if the aggregate cash consideration paid by the Borrower Company and its Subsidiaries for such acquisition exceeds $100,000,000200,000,000, the Borrower Company shall be in Pro Forma Compliance; provided that that, if any such acquisition is a Limited Conditionality Acquisition Condition Transaction financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental FacilityFacility or any Indebtedness under subsection 8.2(e), the satisfaction of the condition set forth in this clause (b) above shall (to the extent requested by the Borrower and agreed by the Administrative Agent and the lenders under such GPI Incremental FacilityCompany has made an LCT Election) be determined on in accordance with the date provisions of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisitionsubsection 1.8.

Limitations on Certain Acquisitions. Acquire by purchase or otherwise all the business or assets of, or stock or other evidences of beneficial ownership of, any Person (other than, to the extent otherwise restricted by this subsection 8.9, the Partnership Transaction), except that the Borrower Company and its Subsidiaries shall be allowed to make any such acquisitions so long as, on the date of consummation thereof, immediately before, and after giving effect to, such acquisition, (a) no Event of Default shall have occurred and be continuing; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental Facility, the satisfaction of the condition set forth in this clause (a) shall (to the extent requested by the Borrower Company and agreed by the Administrative Agent and the lenders Lenders and the Additional Lenders under such GPI Incremental Facility) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition (so long as no Event of Default under any of subsection 9(a) or (f) shall have occurred and be continuing at the time of the consummation of such Limited Conditionality Acquisition or would result therefrom) and (b) if the aggregate cash consideration paid by the Borrower Company and its Subsidiaries for such acquisition exceeds $100,000,000, the Borrower Company shall be in Pro Forma Compliance; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental Facility, the satisfaction of the condition set forth in this clause (b) shall (to the extent requested by the Borrower Company and agreed by the Administrative Agent and the lenders Lenders and the Additional Lenders under such GPI Incremental Facility) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition.

Limitations on Certain Acquisitions. Acquire At any time a Collateral/Covenant Release Period is not in effect, acquire by purchase or otherwise all the business or assets of, or stock or other evidences of beneficial ownership of, any Person (other than, to the extent otherwise restricted by this subsection 8.9, the Partnership Transaction)Person, except that the Borrower Company and its Subsidiaries shall be allowed to make any such acquisitions so long as, on the date of consummation thereof, immediately before, and after giving effect to, such acquisition, (a) no Event of Default shall have occurred and be continuing; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental FacilityFacility or any Indebtedness under subsection 8.2(e), the satisfaction of the condition set forth in this clause (a) shall (to the extent requested by the Borrower Company and agreed by the Administrative Agent and the lenders Lenders and the Additional Lenders under such GPI Incremental FacilityFacility or the holders of any such Indebtedness) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition (so long as no Event of Default under any of subsection 9(a) or (f) shall have occurred and be continuing at the time of the consummation of such Limited Conditionality Acquisition or would result therefrom) and (b) if the aggregate cash consideration paid by the Borrower Company and its Subsidiaries for such acquisition exceeds $100,000,000, the Borrower Company shall be in Pro Forma Compliance; provided that if such acquisition is a Limited Conditionality Acquisition financed with proceeds of a substantially concurrent incurrence of Indebtedness under a GPI an Incremental FacilityFacility or any Indebtedness under subsection 8.2(e), the satisfaction of the condition set forth in this clause (b) shall (to the extent requested by the Borrower Company and agreed by the Administrative Agent and the lenders Lenders and the Additional Lenders under such GPI Incremental FacilityFacility or the holders of any such Indebtedness) be determined on the date of the execution of the definitive purchase agreement, merger agreement or other acquisition agreement governing such Limited Conditionality Acquisition.