Amendment Event Sample Clauses

Amendment Event. If an Amendment Event (as defined below) occurs, MLI shall have the right to designate an Early Termination Date pursuant to Section 6(b) of the Agreement and, notwithstanding anything to the contrary herein, no payments shall be required under this Agreement in connection with such Amendment Event.
Amendment Event. If an Amendment Event (as defined below) occurs, Dealer shall have the right to designate an Early Termination Date pursuant to Section 6(b) of the Agreement and, notwithstanding anything to the contrary herein, no payments shall be required hereunder in connection with such Amendment Event.
Amendment Event. If an Amendment Event (as defined below) occurs, the Transaction shall terminate in its entirety and, notwithstanding anything to the contrary herein, no payments shall be required hereunder in connection with the Additional Termination Event arising as a result of such Amendment Event.
Amendment Event. If an Amendment Event (as defined below) occurs, Wachovia shall have the right to designate an Early Termination Date pursuant to Section 6(b) of the Agreement and, notwithstanding anything to the contrary herein, no payments shall be required under this Agreement in connection with such Amendment Event.
Amendment Event. If an Amendment Event (as defined below) occurs, GS&Co. shall have the right to designate an Early Termination Date pursuant to Section 6(b) of the Agreement with respect to the Transaction only and, notwithstanding anything to the contrary herein, no payments shall be required hereunder in connection with such Amendment Event.
Amendment Event. Notwithstanding anything to the contrary in this Confirmation, if an Amendment Event has occurred, the Calculation Agent shall determine whether such occurrence has had or will have a material economic effect on the Transaction and, if so, shall, adjust the Cap Price to preserve the fair value of the Options to Dealer (taking into account, for the avoidance of doubt, such economic effect on both the Strike Price and Cap Price); provided that in no event shall the Cap Price be less than the Strike Price.. If the Calculation Agent determines that no adjustment that it can make pursuant to the immediately preceding sentence will produce a commercially reasonable result (including after giving effect to the proviso thereof), it shall constitute an Additional Termination Event applicable to the Transaction and, with respect to such Additional Termination Event, (A) Counterparty shall be deemed to be the sole Affected Party, (B) the Transaction shall be the sole Affected Transaction and (C) Dealer shall be the party entitled to designate an Early Termination Date pursuant to Section 6(b) of the Agreement. “Amendment Event” means that Counterparty amends, modifies, supplements, waives or obtains a waiver in respect of any term of the Indenture or the Convertible Notes governing the principal amount, coupon, maturity, repurchase obligation of Counterparty, any term relating to conversion of the Convertible Notes (including changes to the conversion rate, conversion rate adjustment provisions, conversion settlement dates or conversion conditions), or any term that would require consent of the holders of not less than 100% of the principal amount of the Convertible Notes to amend (other than, in each case, any amendment or supplement (x) pursuant to Section 8.01(I) of the Indenture that, as determined by the Calculation Agent, conforms the Indenture to the description of Convertible Notes in the Offering Memorandum, (y) pursuant to Section 5.09 of the Indenture or (z) pursuant to Section 8.01(J) of the Indenture that, as determined by the Calculation Agent, cures any ambiguity, omission, defect or inconsistency in the Indenture or in the Notes in a manner that does not adversely affect any Holder in any material respect), in each case, without the consent of Dealer.
Amendment Event. Notwithstanding anything to the contrary herein, each Amendment Event (as defined below), if any, shall be disregarded for the purposes of determining the obligations of the parties hereunder, including the obligations of MLI to deliver Shares and/or cash. Accordingly, references to theNote Indenture” herein shall be deemed to exclude any amendments to the Note Indenture that would have the effect of altering the obligations of the parties hereunder.
Amendment Event. Notwithstanding anything to the contrary herein, each Amendment Event (as defined below), if any, shall be disregarded for the purposes of determining the obligations of the parties hereunder, including the obligations of JPM to deliver Shares and/or cash. Accordingly, references to theNote Indenture” herein shall be deemed to exclude any amendments to the Note Indenture that would have the effect of altering the obligations of the parties hereunder.

Related to Amendment Event

  • Amendment, Etc Upon request of the Pass Through Trustee and approval by an Action of Investors, the Escrow Agent and Paying Agent shall enter into an amendment to this Agreement, so long as such amendment does not adversely affect the rights or obligations of the Escrow Agent or the Paying Agent, provided that upon request of the Pass Through Trustee and without any consent of the Investors, the Escrow Agent and Paying Agent shall enter into an amendment to this Agreement for any of the following purposes: (1) to correct or supplement any provision in this Agreement which may be defective or inconsistent with any other provision herein or to cure any ambiguity or correct any mistake or to modify any other provision with respect to matters or questions arising under this Agreement, provided that any such action shall not materially adversely affect the interests of the Investors; or (2) to comply with any requirement of the SEC, applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed or any regulatory body; or (3) to evidence and provide for the acceptance of appointment under this Agreement of a successor Escrow Agent, successor Paying Agent or successor Pass Through Trustee.

  • Amendment Effective Date This Agreement and the provisions contained herein shall become effective as of the Amendment Effective Date.

  • Effective Date of Amendment This Amendment shall be deemed effective as of the date first written above, as if executed on such date.

  • Amendment of Rights Agreement The Rights Agreement is hereby amended as follows: (a) Section 1 of the Rights Agreement is hereby amended by inserting the following subsections at the end of such Section 1:

  • AMENDMENT AGREEMENT The Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as amended from time to time, by and between each of the Entities listed in Schedule A, as amended thereto, severally and not jointly (each such entity referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of July 21, 2010 (the “Amendment Agreement”). Terms defined in the Custody Agreement are used herein as therein defined.