Common use of Consummation of the Acquisition Clause in Contracts

Consummation of the Acquisition. The Acquisition shall have been consummated substantially simultaneously with the initial Credit Extension hereunder in accordance with the terms of the Acquisition Agreement (and no provision of the Acquisition Agreement shall have been waived, amended, supplemented, or otherwise modified (including any consents thereunder) in a manner materially adverse to the Lenders without the consent of the Administrative Agent (such consent not to be unreasonably withheld, delayed, or conditioned)) (it being understood that (i) any increase in the consideration for the Acquisition shall not be deemed to be materially adverse to the interests of the Lenders so long as such increase in consideration (x) is pursuant to any purchase price or similar adjustment provisions set forth in the Acquisition Agreement as of the date hereof or (y) is not funded with additional indebtedness, (ii) any reduction in the purchase price consideration of 25% or less shall be deemed not to be adverse to the Lenders so long as such reduction (x) is pursuant to any purchase price or similar adjustment provisions set forth in the Acquisition Agreement as of the date hereof, (y) is allocated solely to reduce the Term Loan Commitments with (a) 75% of such reduction further allocated to reduce the Tranche A-1 Term Commitments and (b) 25% of such reduction further allocated to reduce the Tranche A-2 Term Commitments, (iii) any consent, waiver, amendment, supplement, or other modification in respect of the third party beneficiary rights applicable to the Administrative Agent, Financing Sources (as defined in the Acquisition Agreement) or the Lenders or in the governing law without the prior written consent of the Required Lenders shall be deemed to be materially adverse to the interests of the Lenders, and (iv) any consent, waiver, amendment, supplement, or other modification to the definition of “Material Adverse Effect” without the prior written consent of the Required Lenders shall be deemed to be materially adverse to the interests of the Lenders.

Consummation of the Acquisition. The Colomer Acquisition shall have been consummated substantially or shall be consummated simultaneously with or immediately following the initial Credit Extension hereunder Closing Date substantially in accordance with the terms of the Acquisition Agreement and all exhibits thereto (and no provision of the Acquisition Agreement shall have been waivedwithout giving effect to any amendment, amended, supplemented, modification or otherwise modified waiver thereof or any consent thereunder (including any consents thereunderchange in the purchase price) in a manner materially adverse to the Lenders without the consent of the Administrative Agent (such consent not to be unreasonably withheld, delayed, or conditioned)) (it being understood that (i) any increase in the consideration for the Acquisition shall not be deemed to be is materially adverse to the interests of the Lenders so long in their capacities as such increase without the prior consent of the Arrangers, which consent shall not be unreasonably withheld or delayed). For purposes of the foregoing condition, any reduction in consideration the purchase price (x) is other than pursuant to any purchase price or similar adjustment provisions provision set forth in the Acquisition Agreement as of the date hereof or (yAgreement) is not funded in connection with additional indebtedness, (ii) any reduction in the purchase price consideration of 25% or less shall be deemed not to be adverse to the Lenders so long as such reduction (x) is pursuant to any purchase price or similar adjustment provisions set forth in the Acquisition Agreement as of the date hereof, (y) is allocated solely to reduce the Term Loan Commitments with (a) 75% of such reduction further allocated to reduce the Tranche A-1 Term Commitments and (b) 25% of such reduction further allocated to reduce the Tranche A-2 Term Commitments, (iii) any consent, waiver, amendment, supplement, or other modification in respect of the third party beneficiary rights applicable to the Administrative Agent, Financing Sources (as defined in the Acquisition Agreement) or the Lenders or in the governing law without the prior written consent of the Required Lenders shall not be deemed to be materially adverse to the interests of the Lenders, and (iv) any consent, waiver, amendment, supplement, or other modification to the definition of “Material Adverse Effect” without the prior written consent Lenders if such reduction is less than 15% of the Required Lenders sum of the original purchase price plus any repayment or acquisition of debt set forth in the Acquisition Agreement. For the avoidance of doubt, (x) the exercise of any right of extension under Section 3.1 of the Acquisition Agreement as in effect on the Effective Date shall not be deemed to be materially adverse to an amendment, modification or waiver thereof or consent thereunder for purposes of this Section 9.1(c) so long as such extension does not extend beyond the interests Termination Date and (y) any extension of or delay in the date of the Lenders“Closing” (as defined in the Acquisition Agreement as in effect on the Effective Date) shall not be deemed to be an amendment, modification or waiver thereof or consent thereunder for purposes of this Section 9.1(c) so long as such extension does not extend beyond the Termination Date.

Consummation of the Acquisition. The Colomer Acquisition shall have been consummated substantially or shall be consummated simultaneously with or immediately following the initial Credit Extension hereunder Acquisition Term Loan Closing Date substantially in accordance with the terms of the Acquisition Agreement and all exhibits thereto (and no provision of the Acquisition Agreement shall have been waivedwithout giving effect to any amendment, amended, supplemented, modification or otherwise modified waiver thereof or any consent thereunder (including any consents thereunderchange in the purchase price) in a manner materially adverse to the Lenders without the consent of the Administrative Agent (such consent not to be unreasonably withheld, delayed, or conditioned)) (it being understood that (i) any increase in the consideration for the Acquisition shall not be deemed to be is materially adverse to the interests of the Acquisition Lenders so long in their capacities as such increase without the prior consent of the Acquisition Term Loan Arrangers, which consent shall not be unreasonably withheld or delayed). For purposes of the foregoing condition, any reduction in consideration the purchase price (x) is other than pursuant to any purchase price or similar adjustment provisions provision set forth in the Acquisition Agreement as of the date hereof or (yAgreement) is not funded in connection with additional indebtedness, (ii) any reduction in the purchase price consideration of 25% or less shall be deemed not to be adverse to the Lenders so long as such reduction (x) is pursuant to any purchase price or similar adjustment provisions set forth in the Acquisition Agreement as of the date hereof, (y) is allocated solely to reduce the Term Loan Commitments with (a) 75% of such reduction further allocated to reduce the Tranche A-1 Term Commitments and (b) 25% of such reduction further allocated to reduce the Tranche A-2 Term Commitments, (iii) any consent, waiver, amendment, supplement, or other modification in respect of the third party beneficiary rights applicable to the Administrative Agent, Financing Sources (as defined in the Acquisition Agreement) or the Lenders or in the governing law without the prior written consent of the Required Lenders shall not be deemed to be materially adverse to the interests of the Lenders, and (iv) any consent, waiver, amendment, supplement, or other modification to the definition of “Material Adverse Effect” without the prior written consent Acquisition Lenders if such reduction is less than 15% of the Required Lenders sum of the original purchase price plus any repayment or acquisition of debt set forth in the Acquisition Agreement. For the avoidance of doubt, (x) the exercise of any right of extension under Section 3.1 of the Acquisition Agreement as in effect on August 3, 2013 shall not be deemed to be materially adverse to an amendment, modification or waiver thereof or consent thereunder for purposes of this Section 11(c) so long as such extension does not extend beyond the interests Termination Date and (y) any extension of or delay in the date of the Lenders“Closing” (as defined in the Acquisition Agreement as in effect on August 3, 2013) shall not be deemed to be an amendment, modification or waiver thereof or consent thereunder for purposes of this Section 11(b) so long as such extension does not extend beyond the Termination Date.