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Acquisition Documents
Acquisition Documents contract clause examples

Pental Acquisition Documents. The Parent has delivered to the Agent a complete and correct copy of the Pental Acquisition Documents as of the Closing Date, including all schedules and exhibits thereto. Each Pental Acquisition Document sets forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby not delivered to the Agent. The execution, delivery and performance of the Pental Acquisition Agreement has been duly authorized by all necessary action (including, without limitation, the obtaining of any consent of stockholders or other holders of Equity Interests required by law or by any applicable corporate or other organizational documents) on the part of the Borrowers. Each Pental Acquisition Document is the legal, valid and binding obligation of the Borrowers that are parties thereto, enforceable against such Borrowers in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity.

Acquisition Documents. Neither the Acquisition Agreements nor any other Acquisition Document that is based on an exhibit to any of the Acquisition Agreements shall have been amended, modified or waived, and no consent to any departure from the terms of any of the foregoing shall have been provided, in each case if same are materially adverse to the Lenders, without the consent of the Arrangers (such consent not to be unreasonably withheld, delayed or conditioned) (it being understood that each of the following shall be deemed materially adverse to the Lenders: # any amendment or modification to the definitions of “Escrow Funding Amount” and “Step Up Escrow Funding Amount” (as such terms are defined in the Bilateral Deed) or any other definition or provision of the Acquisition Documents that has the effect of increasing the Escrow Funding Amount or the Step Up Escrow Funding Amount, unless such increase is to be funded from sources other than the Loans, # any amendment or modification to or waiver of [Sections 3.2, 3.3, 3.4, 7 or 8]8]8]8]8] of the Bilateral Deed or Section 7.4 of the Commitment Deed, # any amendment or modification to the definition of # “Material Adverse Change” (as defined in the Commitment Deed), # “Implementation Deed MAC Condition” or “Implementation Condition” (as such terms are defined in the Bilateral Deed) and # any consent or waiver given by the Operating Partnership, or by Brookfield or any Brookfield Related Party (as such terms are defined in the Implementation Deed), as to any matter that would but for such consent or waiver constitute a departure from the terms of any of the provisions referenced in clause (i), (ii) or (iii) of this clause).

Acquisition Documents. Agent shall have received final executed copies of the Acquisition Documents as in effect on the Closing Date, all of which shall be reasonably satisfactory in form and substance to Agent and the transactions contemplated by such documentation shall be consummated prior to the making of the initial Advance;

Pental Acquisition Documents. The Parent has delivered to the Agent a complete and correct copy of the Pental Acquisition Documents as of the Closing Date, including all schedules and exhibits thereto. Each Pental Acquisition Document sets forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby not delivered to the Agent. The execution, delivery and performance of the Pental Acquisition Agreement has been duly authorized by all necessary action (including, without limitation, the obtaining of any consent of stockholders or other holders of Equity Interests required by law or by any applicable corporate or other organizational documents) on the part of the Borrowers. Each Pental Acquisition Document is the legal, valid and binding obligation of the Borrowers that are parties thereto, enforceable against such Borrowers in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity.

Pental Acquisition Documents. The Parent has delivered to the Agent a complete and correct copy of the Pental Acquisition Documents as of the Closing Date, including all schedules and exhibits thereto. Each Pental Acquisition Document sets forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby not delivered to the Agent. The execution, delivery and performance of the Pental Acquisition Agreement has been duly authorized by all necessary action (including, without limitation, the obtaining of any consent of stockholders or other holders of Equity Interests required by law or by any applicable corporate or other organizational documents) on the part of the Borrowers. Each Pental Acquisition Document is the legal, valid and binding obligation of the Borrowers that are parties thereto, enforceable against such Borrowers in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity.

Pental Acquisition Documents. The Parent has delivered to the Agent a complete and correct copy of the Pental Acquisition Documents as of the Closing Date, including all schedules and exhibits thereto. Each Pental Acquisition Document sets forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby not delivered to the Agent. The execution, delivery and performance of the Pental Acquisition Agreement has been duly authorized by all necessary action (including, without limitation, the obtaining of any consent of stockholders or other holders of Equity Interests required by law or by any applicable corporate or other organizational documents) on the part of the Borrowers. Each Pental Acquisition Document is the legal, valid and binding obligation of the Borrowers that are parties thereto, enforceable against such Borrowers in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and general principles of equity.

Acquisition Documents. The Administrative Agent shall have received a fully executed copy of the Commitment Deed, the Bilateral Deed, the Acquisition Commitment Letter and the Implementation Deed.

Executed Acquisition Documents. Receipt by the Administrative Agent of executed counterparts of the CrossView Acquisition Agreement and the documents referenced therein, in each case, certified by an Authorized Officer of the Borrower, in form and substance reasonably satisfactory to the Administrative Agent and the Required Lenders and duly executed by the appropriate parties thereto. Confirmation that # the CrossView Acquisition has been consummated, or will be consummated contemporaneously with the initial extension of credit hereunder, in accordance with the terms of the CrossView Acquisition Agreement, and # all governmental, shareholder and third party consents and approvals necessary in connection with the CrossView Acquisition and the related financings and other transactions contemplated hereby have been obtained and all applicable waiting periods have expired without any action being taken by any authority that could restrain, prevent or impose any material adverse conditions on the Parent and its Subsidiaries other transactions or that could seek or threaten any of the foregoing, and no law or regulation shall be applicable which in the reasonable discretion of the Administrative Agent could have such effect.

Acquisition Documents. Until such time as MPT Australia has acquired each of the Acquired Properties, # amend, modify or waive, or consent to any departure from the terms of, the Acquisition Agreements or any other Acquisition Document that is based on an exhibit to any of the Acquisition Agreements, in each case if same are materially adverse to the Lenders, without the consent of the Arrangers (such consent not to be unreasonably withheld, delayed or conditioned) (it being understood that each of the following shall be deemed materially adverse to the Lenders: # any amendment or modification to the definitions of “Escrow Funding Amount” and “Step Up Escrow Funding Amount” (as such terms are defined in the Bilateral Deed) or any other definition or provision of the Acquisition Documents that has the effect of increasing the Escrow Funding Amount or the Step Up Escrow Funding Amount, unless such increase is to be funded from sources other than the Loans, # any amendment or modification to [Sections 3.2, 3.3, 3.4, 7 or 8]8]8]8]8] of the Bilateral Deed or Section 7.4 of the Commitment Deed, # any amendment or modification to the definition of # “Material Adverse Change” (as defined in the Commitment Deed), or # “Implementation Deed MAC Condition” or “Implementation Condition” (as such terms are defined in the Bilateral Deed) and # any consent or waiver given by the Operating Partnership, or by Brookfield or any Brookfield Related Party (as such terms are defined in the Implementation Deed), as to any matter that would but for such consent constitute a departure from the terms of any of the provisions referenced in [clause (i), (ii) or (iii) above]) and # the Operating Partnership shall not have consented to any amendment, modification or waiver or to any departure from the terms of the Implementation Deed if same is materially adverse to the Lenders, without the consent of the Arrangers (such consent not to be unreasonably withheld, delayed or conditioned) (it being understood that any amendment or modification to the definition of “Material Adverse Change” (as defined in the Implementation Deed) shall be deemed materially adverse to the Lenders).

Pental Acquisition Documents. The Parent has delivered to the Agent a complete and correct copy of the Pental Acquisition Documents as of the Closing Date, including all schedules and exhibits thereto. Each Pental Acquisition Document sets forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby not delivered to the Agent. The execution, delivery and performance of the Pental Acquisition Agreement has been duly authorized by all necessary action (including, without limitation, the obtaining of any consent of stockholders or other holders of Equity Interests required by law or by any applicable corporate or other organizational documents) on the part of the Borrowers. Each Pental Acquisition Document is the legal, valid and binding obligation of the Borrowers that are parties thereto, enforceable against such Borrowers in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and general principles of equity.

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