Specified Acquisition. If the Company elects to have a Specified Acquisition Period apply with respect to a Specified Acquisition, written notice of such election within 30 days of the consummation of the Specified Acquisition.
Specified Acquisition. (i) The Specified Purchase Agreement shall be in full force and effect and the Administrative Agent shall have received a true, correct and fully executed copy of such document (certified by a responsible officer of Silgan to be true and correct).
Specified Acquisition. The Borrower has furnished Agent with true and correct copies of the material Specified Acquisition Documents. As of the Closing Date, except as would not have a Material Adverse Effect, (i) each of the representations and warranties contained in the Specified Acquisition Documents made by the Borrower and the purchaser thereunder is true and correct and (ii) to the actual knowledge of the Borrower, each of the representations and warranties contained in the Specified Acquisition Documents made by the other parties thereto, is true and correct and may be relied on by Agent and Lenders, in each case of clauses (i) and (ii), subject to scheduled exceptions thereto. As of the Closing Date, the Specified Acquisition has been consummated in accordance with the terms of the Specified Acquisition Documents in all material respects. The Specified Acquisition complies with all applicable material legal requirements in all material respects, except for Federal Cannabis Laws. All necessary governmental, regulatory, creditor, shareholder, partner and other material consents, approvals and exemptions required to be obtained by the Loan Parties in connection with the Specified Acquisition have been duly obtained and are in full force and effect. All applicable waiting periods with respect to the Specified Acquisition have expired without any action being taken by any competent Governmental Authority that restrains, prevents or imposes material adverse conditions upon the consummation of the Specified Acquisition. The execution and delivery of the Specified Acquisition Documents do not, and the consummation of the Specified Acquisition do not, violate any statute or regulation of the United States (including any securities law) or of any state or other applicable jurisdiction, or any order, judgment or decree of any court or governmental body binding on the Loan Parties or, to the Loan Parties’ knowledge, any other party to the Specified Acquisition Documents, or result in a breach of, or constitute a default under, any Material Contract or any judgment, order or decree, to which any other party is a party or by which any other party is bound or, to the Loan Parties’ knowledge, to which any other party to the Specified Acquisition Documents is a party or by which any such party is bound, in each case except for Federal Cannabis Laws. 4.3 [Reserved]. 4.4
Specified Acquisition. The Specified Acquisition shall have been consummated simultaneously or substantially concurrently with the funding of the Term Loan (First Draw) made on the Specified Acquisition Closing Date on the terms and conditions described in the Specified Acquisition Agreement, without giving effect to any amendment, waiver, consent or other modification thereof that is materially adverse to the interests of the Administrative Agent and the Lenders (in their respective capacities as such) unless approved by the Administrative Agent (which approval shall not be unreasonably withheld, delayed or conditioned). For purposes of the foregoing condition, it is hereby understood and agreed that (i) any reduction in the purchase price in connection with the Specified Acquisition Agreement, other than a reduction in accordance with the terms of the Specified Acquisition Agreement as in effect on April 3, 2022 (including without limitation, working capital adjustments), shall be deemed to be materially adverse to the interests of the Lenders, unless either such reduction of the purchase price is less than 15% of the total purchase price or, if such reduction is equal to or greater than 15% of the total purchase price, 100% of such amount is applied to reduce the amount of the Term Facility and (ii) any change, waivers or consent with respect to the definition of “Business Material Adverse Effect” (as defined in the Specified Acquisition Agreement) shall be deemed materially adverse to the interest of the Lenders.
Specified Acquisition. A Specified Acquisition by [Borrower or a Subsidiary of Borrower] of [Target] was consummated on [date]. The condition set forth in clause (i) of the proviso to the first paragraph of Section 5.09 of the Credit Agreement has been satisfied.]
Specified Acquisition. The Specified Acquisition and the other Transactions shall have been consummated or, substantially concurrently with the purchase of the Notes hereunder on the Closing Date, shall be consummated, in accordance with the Specified Purchase Agreement as in effect on the Signing Date without giving effect to any amendment, restatement, waiver, consent or other modification thereto that is materially adverse to the Holders or EOC (in their capacities as such) without the prior written consent of EOC; it being understood that (i)(A) any change to the definition of “Material Adverse Effect” contained in the Specified Purchase Agreement shall be deemed to be materially adverse to EOC and the Holders, (B) any increase in the amount of the purchase price under the Specified Purchase Agreement (unless such increase is funded exclusively by an issuance of common equity of the Parent) shall be deemed to be materially adverse to EOC and the Holders and (C) any change in the form of the consideration for the Specified Acquisition will be deemed to be materially adverse to EOC and the Holders and (ii) any decrease in the amount of the purchase price under the Specified Purchase Agreement shall be deemed not to be materially adverse to the Holders or EOC as long as such reduction of the purchase price shall reduce the amount of proceeds of RBL Loans applied towards the purchase price for the Specified Acquisition and the payment of Transaction Expenses (if any) on a Dollar for Dollar basis.
Specified Acquisition. (i) The Specified Purchase Agreement shall be in full force and effect and the Administrative Agent shall have received a true, correct and fully executed copy of such document (certified by a responsible officer of Silgan to be true and correct). (ii) On the Delayed Draw Funding Date, the Administrative Agent shall have received evidence reasonably satisfactory to it that the Specified Acquisition (other than the acquisition of the equity interests of the Target India Entity which may be consummated after the Delayed Draw Funding Date) is to be consummated in all material respects pursuant to the Specified Purchase Agreement, substantially concurrently with the funding of the Delayed Draw Term Loans and any Limited Condition Revolving Loans on the Delayed Draw Funding Date. (iii) On the Delayed Draw Funding Date, subject to the second-to-last paragraph of this Section 6.02, the Borrowers shall have provided (A) such joinder and security documents with respect to the Target as are required by Sections 8.09 and 9.10 and (B) an updated Schedule IV, each in form and substance satisfactory to the Administrative Agent. (e)
Specified Acquisition. The Company shall take all necessary actions to complete the Specified Acquisition on the terms described in Section 1.1(ii) of the Company Disclosure Letter and shall keep the Purchaser fully informed regarding the status of the Specified Acquisition.
Specified Acquisition. The Company shall have completed the Specified Acquisition on the terms described in Section 1.1(ii) of the Company Disclosure Letter.
Specified Acquisition. The Loan Parties will, within 30 days of the consummation of the Specified Acquisition, deliver to Agent evidence in form and substance reasonably satisfactory to Agent, that all right, title, and interest in and to the existing and future Intellectual Property of 7Geese has been transferred to Administrative Borrower.
