Acquisition Condition definition

Acquisition Condition shall have the meaning set forth in Section 5.09(c).
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Acquisition Condition means, with respect to any determination under Section 6.1(n) as to whether proceeds of the issuance of Senior Unsecured Indebtedness may be applied by the Borrower to make Permitted Acquisitions, that both of the following conditions shall have been satisfied as at such date of determination, in each case calculated on a pro forma basis after giving effect to the incurrence of such Indebtedness and the proposed application of the proceeds of such Indebtedness (including in respect of the proposed Permitted Acquisition) in accordance with the provisions of Section 6.7(c): (i) the Senior Secured Leverage Ratio shall be less than 2.00, and (ii) the Leverage Ratio shall be no greater than the level therefor otherwise applicable in accordance with Section 6.7, minus 0.25.
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Acquisition Condition means that all of the conditions precedent to the Acquisition as set forth in the Merger Agreement have been satisfied or waived and the closing of the Acquisition shall have occurred or shall be occurring substantially concurrent with the Payment Date.
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Examples of Acquisition Condition in a sentence

  • If any Acquisition Condition Precedent above is not satisfied or is not waived by the Company and/or the Vendor (as the case may be) on or before such date falling 90 days from the date of the SPA, or such other date as may be mutually agreed by the Company and the Vendor in writing, the SPA shall terminate, save for certain surviving clauses which relate to, inter alia, confidentiality and costs.

  • In its Sale Motion Objection, Elliott opposed approval of theBHE Merger Agreement, expressly stating that the Court should not approve the BHE Merger Agreement because of, among other things, the BHE Plan Confirmation Condition and the Minority Interest Acquisition Condition.

  • Accordingly, if either the Acquisition Condition or the Maximum Tender Condition has not been satisfied, Aquasition will extend or terminate the Offer.

  • Rather, it represents the most profound elucida- tion of how the mind operates and how it filters our experience.

  • Accordingly, if either the Acquisition Condition or the Maximum Tender Condition has not been satisfied, Lone Oak will extend or terminate the Offer.

  • The Supplemental Agreement stipulates that one of the conditions precedent to completion of the Acquisition is the requirement for the Company to have an NTA of not less than $10.0 million (in accordance with the Singapore Financial Reporting Standards or the International Financial Reporting Standards) prior to completion of the Acquisition, subject to permitted downward adjustments under the Supplemental Agreement (the Acquisition Condition Precedent).

  • The Offer is, however, subject to certain other conditions, including the Acquisition Condition.

  • Acquisition Completion Acquisition Completion shall take place on the second Business Day after the date on which the last of the Acquisition Conditions (being Acquisition Condition (f)) is fulfilled or waived (as the case may be), or such other date as the parties shall agree in writing.

  • Accordingly, if either the Acquisition Condition or the Maximum Tender Condition has not been satisfied, Prime will extend or terminate the Offer.

  • Subject to the date of availability of the necessary funding for the settlement of the Subscription Consideration and the expected date of Subscription Completion as stated in the Funding Availability Notice delivered pursuant to the Acquisition Condition (f), the Company shall have an option to postpone the Subscription Completion to a date not later than twenty (20) Business Days after the original date of Subscription Completion pursuant to the Share Subscription Agreement.


More Definitions of Acquisition Condition

Acquisition Condition means the condition precedent under the
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Acquisition Condition means the following:
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Acquisition Condition means that (a) subsequent to December 1, 2015 the Borrower (directly or through its Subsidiaries) shall have consummated one or more acquisitions in the form of acquisition of all or substantially all of the business or a line of business (whether by the acquisition of Capital Stock, assets or any combination thereof) of any other Person for aggregate cash consideration in excess of $100,000,000 and (b) the Borrower shall have given written notice of such fact to the Administrative Agent, including such details regarding the relevant acquisition(s) as the Administrative Agent may reasonable request).
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Acquisition Condition means a condition specified in a Press Release the satisfaction or waiver of which is required:
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Related to Acquisition Condition

  • Limited Condition Acquisition means any acquisition, including by means of a merger, amalgamation or consolidation, by the Company or one or more of its Restricted Subsidiaries, the consummation of which is not conditioned upon the availability of, or on obtaining, third party financing.

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Extension Conditions Defined in Section 3.06(a).

  • Poor foundation conditions means those areas where features exist which indicate that a natural or man-induced event may result in inadequate foundation support for the structural components of an SWLF unit.

  • Litigation Conditions has the meaning set forth in Section 11.3.

  • Step Down Conditions As of any Distribution Date on which any decrease in any Senior Prepayment Percentage may apply, (i) the outstanding Principal Balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in REO and foreclosure), averaged over the preceding six month period, as a percentage of the aggregate of the Class Certificate Principal Balances of the Classes of Subordinate Certificates on such Distribution Date, does not equal or exceed 50% and (ii) cumulative Realized Losses with respect to all of the Mortgage Loans do not exceed: · for any Distribution Date on or after the seventh anniversary until the eighth anniversary of the first Distribution Date, 30% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the eighth anniversary until the ninth anniversary of the first Distribution Date, 35% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the ninth anniversary until the tenth anniversary of the first Distribution Date, 40% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the tenth anniversary until the eleventh anniversary of the first Distribution Date, 45% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, and · for any Distribution Date on or after the eleventh anniversary of the first Distribution Date, 50% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date.

  • Change in condition means a change in physical condition of the employee as well as any change

  • Equity Conditions means, during the period in question, (a) the Corporation shall have duly honored all conversions scheduled to occur or occurring by virtue of one or more Notices of Conversion of the applicable Holder on or prior to the dates so requested or required, if any, (b) the Corporation shall have paid all liquidated damages and other amounts owing to the applicable Holder in respect of the Preferred Stock, (c)(i) there is an effective registration statement pursuant to which either (A) the Corporation may issue Conversion Shares or (B) the Holders are permitted to utilize the prospectus thereunder to resell all of the shares of Common Stock issuable pursuant to the Transaction Documents (and the Corporation believes, in good faith, that such effectiveness will continue uninterrupted for the foreseeable future) or (ii) all of the Conversion Shares may be issued to the Holder pursuant to Section 3(a)(9) of the Securities Act and immediately resold without restriction, (d) the Common Stock is trading on a Trading Market and all of the shares issuable pursuant to the Transaction Documents are listed or quoted for trading on such Trading Market (and the Corporation believes, in good faith, that trading of the Common Stock on a Trading Market will continue uninterrupted for the foreseeable future), (e) there is a sufficient number of authorized, but unissued and otherwise unreserved, shares of Common Stock for the issuance of all of the shares then issuable pursuant to the Transaction Documents, (f) the issuance of the shares in question to the applicable Holder would not violate the limitations set forth in Section 6(d) herein and (g) the applicable Holder is not in possession of any information provided by the Corporation, any of its Subsidiaries, or any of their officers, directors, employees, agents or Affiliates, that constitutes, or may constitute, material non-public information.

  • Limited Condition Transaction means any Acquisition Transaction or any other acquisition or Investment permitted by this Agreement, in each case whose consummation is not conditioned on the availability of, or on obtaining, third party financing.

  • Distribution Conditions means, with respect to any Restricted Payment or Restricted Junior Debt Prepayment, the following:

  • Rating Condition has the meaning specified in Section 2.06(c)(ii).

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Extension Minimum Condition means a condition to consummating any Extension that a minimum amount (to be determined and specified in the relevant Extension Request, in the Borrower’s sole discretion) of any or all applicable Classes be submitted for Extension.

  • Minimum Tender Condition shall have the meaning provided in Section 2.15(b).

  • LC Conditions has the meaning given to such term in Section 2.9.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Redemption Conditions means, with respect to any payment of cash in respect of the principal amount of any Permitted Convertible Debt, satisfaction of each of the following events: (a) no Default or Event of Default shall exist or result therefrom, and (b) both immediately before and at all times after such redemption, Borrower’s Qualified Cash shall be no less than 150% of the outstanding principal amount of the Secured Obligations plus the Qualified Cash A/P Amount.

  • Refinancing Conditions the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrowers than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists.

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Minimum Extension Condition has the meaning assigned to such term in Section 2.23(b).

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Obstetric condition means a condition that is listed under Group T4 (Obstetrics) in the Medicare Benefits Schedule.

  • Superior Acquisition Proposal means any Acquisition Proposal containing terms which the Company Board determines in its good faith judgment (based on the advice of an independent financial advisor) to be more favorable to the Company’s stockholders than the Merger and for which financing, to the extent required, is then committed or which, in the good faith judgment of the Company Board, is reasonably capable of being obtained by such third party.

  • Acquisition Notice has the meaning ascribed to such term in Section 2.1(a).

  • Maximum Tender Condition has the meaning specified in Section 2.17(b).

  • Equity Conditions Measuring Period means each day during the period beginning twenty (20) Trading Days prior to the applicable date of determination and ending on and including the applicable date of determination.