MGN America definition
Examples of MGN America in a sentence
Fax: (▇▇▇) ▇▇▇-▇▇▇▇ If to MGN America, LLC: ▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇ ▇▇▇▇▇, Controller Fax: (▇▇▇) ▇▇▇-▇▇▇▇ with a copy to: Paul, Hastings, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇ LLP ▇▇ ▇.
For the avoidance of doubt, this Section 7.12 will not prevent the Borrower, MGN America SPV, MGN USA SPV or their respective Affiliates from trading the Common Shares in their normal course of business in a transaction other than a Block Sale.
Notwithstanding anything to the contrary herein, the Borrower shall not provide, shall not be required to provide, and shall cause MGN America not to provide, any Lender or Agent with any Non-public Information with respect to the Parent, any Company or any Common Shares.
In connection with entering into this Agreement, Borrower and MGN America will pledge EQY Shares and the Parent may pledge CTY Shares as security for the Loans, and such Loans are obtained and such pledges are undertaken in good faith and on arm’s length terms and, based on information provided to the Borrower by Citibank, in the ordinary course of Citibank’s business as contemplated by clause (ii) of Section 3 of the last paragraph of the CPPIB Agreement and Section 5.2 of the Equityholders Agreement.
In addition, the Company has entered into a Common Stock Purchase Agreement (the “Gazit Purchase Agreement”), dated as of even date herewith, with MGN America, LLC (the “Purchaser”), pursuant to which the Purchaser may elect to purchase up to 1,400,000 shares of Common Stock, with the actual number and purchase price for such shares to be based on the Issuance Shares sold pursuant to this Agreement and the Alternative Distribution Agreements.
The Borrower shall hold, directly or indirectly, through wholly-owned Subsidiaries, all means of control in MGN America.
In any future financings of the Borrower, MGN America, the Parent or any of their respective Affiliates secured by EQY Shares and/or CTY Shares, exercise commercially reasonable efforts to include in the documentation for such financings a provision that releases the agents and lenders thereto from their respective confidentiality obligations under such documentation similar in scope to the proviso in Section 10.07 hereof.
For the avoidance of doubt, this Section 7.12 will not prevent the Borrower, MGN America, the Parent or their respective Affiliates from trading the Common Shares in their normal course of business in a transaction other than a Block Sale.
Contractor will be required to maintain a drug free workplace in compliance with federal law.