Permitted Acquisitions

Example Definitions of "Permitted Acquisitions"
Permitted Acquisitions. Means (a) the Born Free Acquisition, and (b) other Investments consisting of an Acquisition or series of Acquisitions by Borrowers during the term of this Agreement which is or are consented to in writing by Required Lenders in their sole discretion; provided in all cases that (i) the property and assets acquired (or the property and assets of the Person acquired) in such Acquisition is identical, similar, complementary or ancillary to the line of business as the Borrowers and their... Subsidiaries were engaged in on the Closing Date, (ii) Administrative Agent shall have received all items in respect of the Equity Interests or property acquired in such Acquisition required to be delivered by the terms of the Collateral Documents, (iii) in the case of an Acquisition of the Equity Interests of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (iv) the Borrower Representative shall have delivered to Administrative Agent a pro forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a pro forma basis, Borrowers would be in compliance with the financial covenants set forth in Section 6.12 as of the most recent fiscal quarter for which Borrowers have delivered financial statements pursuant to Section 6.01(a) or Section 6.01(b), as applicable, and no other Default has occurred and is continuing or would be caused by such Acquisition, and (v) the representations and warranties made by Borrowers in each Loan Document shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date. View More
Permitted Acquisitions. Means (a) the Born Free Acquisition, and (b) other Investments consisting of an Acquisition or series of Acquisitions by Borrowers during the term of this Agreement which is or are consented to in writing (x) by Administrative Agent in its sole discretion if the aggregate cash consideration agreed to be paid for any individual Acquisition or in the aggregate for all Acquisitions during the term of this Agreement is equal to or less than $10,000,000, or (y) by Required Lenders in their sole ... class="diff-color-red">discretion; discretion if the aggregate cash consideration agreed to be paid for any individual Acquisition or in the aggregate for all Acquisitions during the term of this Agreement is greater than $10,000,000; provided in all cases that (i) the property and assets acquired (or the property and assets of the Person acquired) in such Acquisition is identical, similar, complementary or ancillary to the line of business as the Borrowers and their Subsidiaries were engaged in on the Closing Date, (ii) Administrative Agent shall have received all items in respect of the Equity Interests or property acquired in such Acquisition required to be delivered by the terms of the Collateral Documents, (iii) in the case of an Acquisition of the Equity Interests of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (iv) the Borrower Representative shall have delivered to Administrative Agent a pro forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a pro forma basis, Borrowers would be in compliance with the financial covenants set forth in Section 6.12 as of the most recent fiscal quarter for which Borrowers have delivered financial statements pursuant to Section 6.01(a) or Section 6.01(b), as applicable, and no other Default has occurred and is continuing or would be caused by such Acquisition, and (v) the representations and warranties made by Borrowers in each Loan Document shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date. View More
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Permitted Acquisitions. Any Acquisition consisting of a single transaction or a series of related transactions by the Borrower so long as (i) no event of default under this Agreement has occurred and is continuing or would exist after giving effect to such Acquisition, (ii) immediately prior to and after giving effect to such Acquisition, the Borrower shall be in compliance with financial covenants set forth in this Agreement on a pro-forma basis, (iii) the Total Consideration for any single Acquisition does not... exceed $5,000,000 and the Total Consideration in any twelve month period does not exceed $25,000,000; and (iv) at the time and after giving effect to each such Acquisition, the sum of the Borrower's unencumbered cash and availability under Facility No. 1 shall not be less than $10,000,000. For purposes hereof, "Total Consideration" shall exclude the value of any equity of the Borrower which has been issued as part of the purchase price in connection with any Acquisition. View More
Permitted Acquisitions. Any Acquisition consisting of a single transaction or a series of related transactions by the Borrower so long as (i) no event of default under this Agreement has occurred and is continuing or would exist after giving effect to such Acquisition, (ii) immediately prior to and after giving effect to such Acquisition, the Borrower shall be in compliance with financial covenants set forth in this Agreement on a pro-forma basis, (iii) the Total Consideration for any single Acquisition does not... exceed $5,000,000 $7,500,000 and the Total Consideration in any twelve month period period, calculated from and after May 15, 2022, does not exceed $25,000,000; $40,000,000; and (iv) at the time and after giving effect to each such Acquisition, the sum of the Borrower's unencumbered cash and availability under Facility No. 1 shall not be less than $10,000,000. For purposes hereof, "Total Consideration" Total Consideration shall be calculated as the total of cash paid at closing and seller notes entered into at closing and shall exclude the value of any equity of the Borrower which has been issued as part of the purchase price in connection with any Acquisition. Acquisition View More
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Permitted Acquisitions. The definition of "Permitted Acquisitions" in Section 1.121 of the Loan Agreement is hereby amended by deleting clause (i) thereof and replacing it with the following: "(i) the aggregate amount of all consideration paid by Parent and its Subsidiaries for all acquisitions from and after the Amendment No. 8 Effective Date shall not exceed the sum of (i) $50,000,000 plus (ii) the amount of any cash equity contribution received by Parent after the date hereof from a Person other than a Loan Party... which is promptly used for such purpose, and (iii) the Net Cash Proceeds of any Permitted Foreign Disposition received by a Loan Party after the date hereof through a dividend which is promptly used for such purpose (it being agreed that, solely for purposes of clauses (ii) and (iii) of this Section 1.121(i), promptly shall mean not more than five (5) Business Days, or such longer period of time if Agent receives evidence, in form and substance reasonably satisfactory to Agent, that the proceeds of such cash equity contribution or such Net Cash Proceeds have not been used for any other purpose." View More
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