Xxxxxxx Acquisition Agreement definition

Xxxxxxx Acquisition Agreement means that certain Share Purchase Agreement among Dentressangle Initiatives, Mr. Xxxxxxx Dentressangle, Mrs. Xxxxxxx Dentressangle, Xx. Xxxxxx-Henri Dentressangle, Ms. Marine Dentressangle and the Parent Borrower, dated as of April 28, 2015, together with all exhibits, annexes and schedules thereto.

Xxxxxxx Acquisition Agreement means that certain Sale and Purchase Agreement, dated as of May 20, 2022, by and among Xxxxxxx Buyer, the Sellers (as defined therein) and the Borrower, as amended, supplemented, modified or restated from time to time; provided that no provision thereof shall be amended or waived, nor shall any consents thereunder be given by the Borrower or any of its Affiliates, in each case in a manner materially adverse to Blackstone (in its capacity as such) without the consent of Blackstone (such consent not to be unreasonably withheld, delayed or conditioned; provided, further, that Blackstone shall be deemed to have consented to such waiver, amendment or consent unless it shall object thereto within 5 business days after receipt of written notice of such waiver, amendment or consent); provided further that (a) any amendment, waiver or consent which results in a reduction in the purchase price for the Xxxxxxx Acquisition of less than 15% of the purchase price shall not be deemed to be materially adverse to Blackstone to the extent it is applied to reduce, first, the amount of cash on hand of the Borrower and its Subsidiaries being used to finance the Xxxxxxx Acquisition (if any) to $0, and second, the amount of any Incremental Term Loan Commitments incurred to consummate the Xxxxxxx Acquisition and (b) any amendment, waiver or consent which results in an increase in purchase price for the Xxxxxxx Acquisition shall not be deemed to be materially adverse to Blackstone so long as such increase is funded with an increase in such cash contribution by the Borrower and its Subsidiaries, any equity contribution or borrowings of Revolving Credit Loans.

Xxxxxxx Acquisition Agreement means that certain Memorandum of Agreement, dated July 5, 2005, by and between Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee under the Owner Trust agreement dated September 11, 1985, as “Sellers” and MLP or its guaranteed nominee as “Buyers”, as amended or otherwise modified from time to time.”

Examples of Xxxxxxx Acquisition Agreement in a sentence

• Xxxxxxx pursuant to the Xxxxxxx Acquisition Agreement and refurbishment of the M/V Xxx X.

• The Xxxxxxx Acquisition Agreement is a valid and binding agreement of the Company and is in full force and effect, and neither the Company nor, to the Knowledge of the Company, Tyco US is in default or in breach in any material respect of the Xxxxxxx Acquisition Agreement and, to the Knowledge of the Company, no event or circumstance has occurred that, with notice or lapse of time, would constitute any event of default thereunder.

• The Company has made available to Buyer prior to the date hereof a true and complete copy of the Xxxxxxx Acquisition Agreement and all other agreements between the Company and Tyco International (US) Inc., a Massachusetts corporation (“Tyco US”), amending or altering the terms of the Tyco Indemnity, as such indemnity is set forth in the Xxxxxxx Acquisition Agreement.

• All sources of funds to be used in connection with the transactions contemplated in the Xxxxxxx Acquisition Agreement are set forth on Schedule 4.28.

• There is no "Event of Default" of Borrower under the Xxxxxxxx Advisory Agreements, the Xxxxxxx Acquisition Agreement, or the SYM Acquisition Agreement.

More Definitions of Xxxxxxx Acquisition Agreement

Xxxxxxx Acquisition Agreement means the Amended and Restated Stock and Asset Purchase Agreement, dated as of August 13, 1999, among Tyco US, certain affiliates of Tyco US and the Company, as modified by the July 13, 2000 letter agreement between Xxxxxx X. Xxxx and Xxx Xxxx, relating to the acquisition by the Company of the Transferred Businesses (as defined therein). The Xxxxxxx Acquisition Agreement is a valid and binding agreement of the Company and is in full force and effect, and neither the Company nor, to the Knowledge of the Company, Tyco US is in default or in breach in any material respect of the Xxxxxxx Acquisition Agreement and, to the Knowledge of the Company, no event or circumstance has occurred that, with notice or lapse of time, would constitute any event of default thereunder.

Xxxxxxx Acquisition Agreement means the amended and restated purchase agreement dated as of October 25, 2000 by and between The Xxxxxxx Company, Inc. and the Company pursu- ant to which the Company will acquire all of the outstanding capital stock of Xxxxxxx and substantially all of the assets of Xxxxxxx'x Window and Doors Division.

Xxxxxxx Acquisition Agreement means the Asset Purchase Agreement to ----------------------------- be entered into among the Jantzen Sellers and Lessee, together with all exhibits and schedules thereto.

Xxxxxxx Acquisition Agreement see the introduction to this Agreement.

Xxxxxxx Acquisition Agreement has the meaning given to such term in the First Amendment.

Xxxxxxx Acquisition Agreement that certain Agreement and Plan of Merger, dated as of January 28, 2024 (together with all exhibits, annexes, schedules and other disclosure letters thereto, collectively, as modified, amended, supplemented, consented to or waived from time to time), by and among Parent, Xxxxxx Sub I, Merger Sub II and XxXxxxx.

Xxxxxxx Acquisition Agreement means that certain Stock Purchase Agreement, dated as of December 20, 2005, by and among the Borrower, Fingen Apparel N.V., Fingen S.P.A., Euro Corma S.P.A. and Xxxxxx Xxxxx, Inc., as amended by the amendment, dated January 31, 2006 and as the same may be amended, supplemented or otherwise modified in accordance with the terms of this Agreement.