Material Acquisition Documents definition

Material Acquisition Documents shall have the meaning given in Paragraph 8U.

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Material Acquisition Documents means the Stock Purchase Agreement and the Contribution Agreement.

Material Acquisition Documents means the Purchase Agreement, the Escrow Agreement and the Common Stock Purchase Agreements and the Minority Investors' Stockholders' Agreement (each as defined in the Purchase Agreement) and the Merger Agreements.

Examples of Material Acquisition Documents in a sentence

Such Purchaser shall have received a copy of the Agreement and Plan of Merger and all other Material Acquisition Documents, certified in an Officers’ Certificate, dated the Closing Date, as correct and complete.
Holdings will not, directly or indirectly, engage in any business or conduct any activity other than the making and holding of its Investment in the Company and activities necessary to perform its obligations under the Financing Documents and the Material Acquisition Documents to which it is a party or reasonably incidental thereto.
Each of the Financing Documents (other than the Notes) and Material Acquisition Documents has been duly executed and delivered by each Obligor party thereto and constitutes its valid and binding agreement, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency and other similar laws affecting creditors' rights generally and equitable principles of general applicability.
The execution, delivery and performance by each Obligor of the Financing Documents and Material Acquisition Documents to which it is a party and the issuance of the Notes by the Company have been duly and validly authorized and are within its corporate powers.
Except for the Material Acquisition Documents or as set forth on SCHEDULE 3.3, there are no subscriptions, options, warrants, rights, convertible securities, exchangeable securities or other agreements or commitments of any character pursuant to which Holdings is required to issue any shares of its capital stock.
The Purchasers shall have received copies of fully executed versions of the Transaction Documents (including the Material Acquisition Documents and the Loan Documents), certified to be true and complete copies thereof by an Authorized Officer of Holdings, Intermediate Holdings and the Company.
I have no reason to believe that the Pro Forma Balance Sheet is not a fair and reasonable presentation as of the date hereof of the consolidated pro forma financial condition of the Company and its Subsidiaries, after giving effect to the consummation of the transactions contemplated by the Agreement, the other Financing Documents and the Material Acquisition Documents.
The execution, delivery and performance by each Credit Party party to each of the Financing Documents and the Material Acquisition Documents and the issuance of the Notes by the Company have been duly and validly authorized and are within each such Credit Party's corporate, limited liability company or limited partnership powers, as applicable.
Each of the Financing Documents and Material Acquisition Documents has been duly executed and delivered by the Credit Parties party thereto and constitutes their valid and binding agreement, enforceable in accordance with its terms subject to applicable bankruptcy, insolvency and other similar laws affecting creditors' rights generally and equitable principles of general applicability.
Without limiting the generality of the foregoing, on or prior to the Closing Date the Material Acquisition Documents (other than Item 7 in Schedule IV hereto) shall have been executed and delivered by the Company or the subsidiary party thereto and the other parties thereto substantially in the form previously provided to the Underwriter and its counsel, copies of which shall have been provided to the Underwriter and its counsel.

More Definitions of Material Acquisition Documents

Material Acquisition Documents means the Merger Agreement, the Credit Agreement, the Engagement Letter and all other material instruments, agreements and documents relating to the Acquisition, the RailAmerica Refinancing, the RailTex Refinancing, the Intermediate Holdings Asset Bridge Note Issuance, the Equity Issuance (as defined in the Incorporated Agreement), the Asset Transfer and the transactions contemplated hereby or thereby, in each case as amended from time to time in accordance with CLAUSE (j) of SECTIONS 6.2 and 6.5.

Material Acquisition Documents means with respect to any Approved Acquisition or any Other Acquisition, the purchase agreement or similar agreement or agreements pursuant to which such Acquisition is to be consummated and all other related agreements and instruments in connection with such Acquisition (together with any and all exhibits, annexes and schedules thereto), but, in the case of any Other Acquisition, only to the extent the Borrower is required to deliver copies of such agreements and instruments pursuant to Section 7.04(f)(vii).

Material Acquisition Documents means the Sibson US Asset Purchase Agreement including all Exhibits thereto, the Sibson Canada Share Purchase Agreement including all Exhibits thereto, the Delphi Purchase Agreement including all Exhibits thereto and the Side Letter dated August 31, 1998 from Sibson US to the Company regarding disclosure schedules to the Sibson US Asset Purchase Agreement.

Material Acquisition Documents means, collectively, the Implementation Agreement, the Acquisition Court Order, the Deed Poll (under and as defined in the Implementation Agreement), the Scheme of Arrangement, the Scheme Booklet (under and as defined in the Implementation Agreement and, for certainty, including any supplements thereto) and cancellation deeds in respect of the Options (under and as defined in the Implementation Agreement) and the Performance Rights (under and as defined in the Implementation Agreement), and all amendments and variations to the foregoing.