Powerscreen Offer Affirmative Covenants Sample Clauses

Powerscreen Offer Affirmative Covenants. 67 SECTION 7.02. Powerscreen Offer Negative Covenants.................... 67
Sample 1
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Powerscreen Offer Affirmative Covenants. (a) The Borrower shall cause Bidco to promptly (and in any event within five Business Days) notify the Administrative Agent upon first becoming entitled to implement the procedures set out in Section 428 et. seq. of the U.K. Companies Act of 1985 in respect of the Powerscreen Shares not tendered and accepted pursuant to the Powerscreen Offer. Promptly upon (and in any event within two weeks after) becoming entitled to initiate the procedures set out in Section 429 of the U.K. Companies Act of 1985, the Borrower shall cause Bidco to initiate such procedures and to use commercially reasonable efforts to acquire 100% of the Powerscreen Shares within six weeks of Bidco's initiation of such procedures. (b) The Borrower will comply, and will cause each other member of the Group to comply, with the City Code (subject to any applicable waivers by the Takeover Panel), the U.K. Financial Services Act of 1986 and the U.K. Companies Act of 1985 and all other applicable laws in respects material in the context of the Powerscreen Offer. (c) The Borrower will keep the Administrative Agent and the Lenders informed in reasonable detail as to the status of the Powerscreen Offer and the current level of acceptances of the Powerscreen Offer (including the delivery to the Administrative Agent of a copy of every certificate delivered by the receiving agent to Bidco and/or its advisers pursuant to the City Code). (d) If the Borrower becomes aware of any circumstance or event which is or could reasonably be construed to be covered by any condition to the Powerscreen Offer which (if not waived) would entitle, taking account of the provisions of Note 2 to Rule 13 of the City Code, any member of the Group to lapse the Powerscreen Offer, the Borrower shall notify the Administrative Agent promptly thereof and if the Administrative Agent determines that such circumstance or event would materially and adversely affect the ability of the Borrower to comply with its obligations hereunder, the Borrower shall request, or shall cause the appropriate Subsidiary or other Person to request, that the Takeover Panel allow its Powerscreen Offer to lapse and if the Takeover Panel so agrees in response to such request, the Borrower shall cause Bidco to immediately allow the Powerscreen Offer to lapse.
Sample 1

Related to Powerscreen Offer Affirmative Covenants

  • COMPANY'S AFFIRMATIVE COVENANTS Company covenants and agrees that, so long as any of the Commitments hereunder shall remain in effect and until payment in full of all of the Loans and other Obligations and the cancellation or expiration of all Letters of Credit, unless Requisite Lenders shall otherwise give prior written consent, Company shall perform, and shall cause each of its Subsidiaries to perform, all covenants in this Section 6.

  • CERTAIN AFFIRMATIVE COVENANTS The Company or, to the extent required hereunder, any Subsidiary should fail to perform or comply with Sections 9(A) through 9(H)(ii), 9(H)(vi) through 9(H)(viii) or any reporting covenant set forth in any Supplement hereto, and such failure continues for 15 days after written notice thereof shall have been delivered by Agent to the Company.

  • Additional Affirmative Covenants All affirmative covenants made by the Borrowers or Guarantors or any of them in the Credit Agreement are incorporated herein by reference and are hereby also made by Trustor as to itself and the Trust Property as though such covenants were set forth at length herein as the covenants of Trustor.

  • AFFIRMATIVE AND NEGATIVE COVENANTS The Borrower covenants and agrees that, so long as any Bank has any Commitment hereunder or any Obligations remain unpaid:

  • AFFIRMATIVE COVENANTS So long as any Lender shall have any Commitment hereunder, any Loan or other Obligation hereunder shall remain unpaid or unsatisfied, or any Letter of Credit shall remain outstanding, the Borrower shall, and shall (except in the case of the covenants set forth in Sections 6.01, 6.02, and 6.03) cause each Subsidiary to:

  • BORROWER'S AFFIRMATIVE COVENANTS Each Borrower covenants and agrees that, so long as any of the Commitments hereunder shall remain in effect and until payment in full of all of the Loans and other Obligations and the cancellation or expiration of all Letters of Credit, unless Requisite Lenders shall otherwise give prior written consent, such Borrower shall perform, and shall cause each of its Subsidiaries to perform, all covenants in this Section 6.

  • Affirmative Covenants of the Servicer From the Closing Date until the Collection Date:

  • Affirmative Covenants of the Company The Company hereby covenants and agrees as follows:

  • Affirmative Covenants of the Borrower So long as any Advance shall remain unpaid or the Liquidity Provider shall have any Maximum Commitment hereunder or the Borrower shall have any obligation to pay any amount to the Liquidity Provider hereunder, the Borrower will, unless the Liquidity Provider shall otherwise consent in writing:

  • Additional Negative Covenants Not to, without the Bank’s written consent: (a) Enter into any consolidation, merger, or other combination, or become a partner in a partnership, a member of a joint venture, or a member of a limited liability company. (b) Acquire or purchase a business or its assets. (c) Engage in any business activities substantially different from the Borrower’s present business. (d) Liquidate or dissolve the Borrower’s business.

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