Amended Provisions. 1.1 The Contracting Parties have agreed that stipulations in Articles 3.7 and 3.8 of the Project Agreement are hereby amended and restated as follows:
Amended Provisions. A. The new term of the Agreement shall be October 1, 2024, through September 30, 2025.
B. The language contained in Paragraph 1, Section IV. City Responsibilities shall be deleted in its entirety and replaced with the following language:
1. “A sum not to exceed for disposal, setup, operational, capital, and transportation costs for HHW collection for residents of the City during the period from October 1, 2024 through September 30, 2025. This figure is based on the program's annual budget contained in Exhibit C2025 which is incorporated herein for all purposes.
a. Collection, setup, and disposal costs will be paid after-the-fact, based on actual usage by the City at events and at the collection center.
b. Operational and capital costs shall be paid quarterly in advance.
c. In the event of early withdrawal, the operational and capital costs will not be pro-rated for partial quarter participation, but will become immediately due and payable in full.”
C. Exhibit C2024 of the Agreement entitled FY2024 HHW Program Budget Summary shall be deleted and replaced with the attached Exhibit C2025 entitled FY2025 HHW Program Budget Summary.
Amended Provisions. The Indenture is hereby amended to:
(a) In Section 6.5, replace the words “security and indemnity satisfactory to it against any loss, liability or expense” with the words “a Satisfactory Indemnity with respect to such direction” and replace the words “security or indemnification satisfactory to it in its sole discretion against all losses, liabilities and expenses that may be caused by taking or not taking such action” with the words “a Satisfactory Indemnity with respect to taking or not taking such action”.
(b) In Section 6.6, replace the words in the first paragraph “indemnity or security satisfactory to it against any loss, liability or expense”, the words in clause (c) “security or indemnity reasonably satisfactory to it in respect of any loss, liability or expense” and the words in clause (d) “security or indemnity” with, in each case, the words “a Satisfactory Indemnity”.
(c) In Section 6.6, delete the lead-in to the last sentence of the first paragraph thereof in its entirety and replace it with the following: “Except to enforce the right to receive payment of principal, premium, if any, or interest, when due, no Holder may pursue any remedy upon, arising from, in connection with, under or with respect to this Indenture, the Notes, the Recapitalization Transactions or the Released Claims (as set forth in Section 11.18 of this Indenture) or for the appointment of a trustee, receiver, liquidator, custodian or other similar official or for any other remedy unless:”
(d) In Section 6.6(b), add “To the fullest extent permitted by law,” before “Holders”.
(e) In Section 6.6(b), replace the words “25.0%” with the words “100.0%”.
(f) In Section 6.6(d) and (e), replace the words “60 days” with “120 days”.
(g) In Section 6.11, replace the words “10.0%” with the words “50.0%”.
(h) In Section 7.1, replace the words in clause (f) “indemnity satisfactory to it” with the words “a Satisfactory Indemnity” and replace the words in clause (h) “, security, prefunding or indemnity satisfactory to it against the costs, expenses (including reasonable attorneys’ fees and expenses) and liabilities that might be incurred by it in compliance with such request or direction” with the words “a Satisfactory Indemnity with respect to such request or direction”.
(i) In Section 7.7(c), replace the word “mail” with “deliver”.
(j) In Section 7.7(d), replace the words “10.0%” with the words “66 2/3%”.
Amended Provisions. The parties hereby agree to the following amended provisions to the Agreement:
A. The following provisions replace the respective provisions in Sections 2.02 and 2.03 of the Agreement as follows:
Amended Provisions. (References are to the Article Number and Subsections in the July 1, 2001 agreement.)
Amended Provisions. The Purchase Agreement is amended as follows as of the Effective Date:
Amended Provisions. The following provisions of the Credit Agreement are amended as follows:
Amended Provisions. Upon the occurrence of the Tender Offer Completion Event, the text of each of the following Sections or Subsections of the Indenture shall, without further action by any party hereto, be amended as follows:
Amended Provisions. (Flush Gas and Curtailment Conditions) in Exhibit A to the Agreement is deleted in its entirety and the following is substituted therefor:
