Market MAC definition
Examples of Market MAC in a sentence
No Market MAC (other than any Market MAC in respect of which Parent has previously waived its right to invoke this Section 7.02(d)) shall have occurred after the date of this Agreement.
Notwithstanding anything to the contrary in this Section 6.08(d), nothing shall release Parent from continuing to be obligated to use its reasonable best efforts to obtain (i) the Debt Financing or (ii) an alternative financing in accordance with Section 6.08(a) in the event Parent declines to timely waive its right to invoke the condition set forth in Section 7.02(d) with respect to a Market MAC.
At any time following its receipt of the Market MAC Notice, the Company may request (by delivery of a written notice to Parent to such effect (a "Company Waiver Request")) that Parent fully and irrevocably waive its right to invoke the condition set forth in Section 7.02(d) with respect to such Market MAC.
In the event that Parent delivers to the Company a written notice that Parent waives its right to invoke the condition set forth in Section 7.02(d) with respect to such Market MAC (a "PARENT WAIVER NOTICE"), then such Market MAC shall cease to be a basis for Parent or Merger Sub not consummating the Merger.
At any time following its receipt of the Market MAC Notice, the Company may request (by delivery of a written notice to Parent to such effect (a "COMPANY WAIVER REQUEST")) that Parent fully and irrevocably waive its right to invoke the condition set forth in Section 7.02(d) with respect to such Market MAC.
A MAC Maturity Extension shall not operate to extend any subsequent Maturity Dates (i.e., if the 2021 Maturity Date is so extended, the 2022 Maturity Date and 2023 Maturity Date will remain the same), provided, however, if a MAC Maturity Extension coincides with the 2023 Maturity Date, the rights of the Holder on the 2023 Maturity Date will be in effect on the Market MAC Extended Maturity Date.
In the event that Parent delivers to the Company a written notice that Parent waives its right to invoke the condition set forth in Section 7.02(d) with respect to such Market MAC (a "Parent Waiver Notice"), then such Market MAC shall cease to be a basis for Parent or Merger Sub not consummating the Merger, and the condition set forth in Section 7.02(d) shall no longer exist with respect to such or any other Market MAC.
Notwithstanding anything to the contrary in this Section 6.07(d), nothing shall release Parent from continuing to be obligated to use its reasonable best efforts to obtain (i) the Debt Financing or (ii) an alternative financing in accordance with Section 6.07(a) in the event Parent declines to timely waive its right to invoke the condition set forth in Section 7.02(d) with respect to a Market MAC.
Note that additional Conditions Precedent such as the Business MAC and Market MAC conditions, the Due Diligence Condition and the Inconsistent Information Out are often contained in the text of the Commitment Letter and not in the Conditions Annex.
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