Amendment of Escrow Agreement. Notwithstanding anything herein (including Article IX) to the contrary, no provisions of the Escrow Agreement (including, without limitation, those relating to the release of the Escrowed Property) may be waived or modified in any manner, when taken as a whole, materially adverse to the Holders without the written consent of the Holders of a majority in principal amount of the Notes outstanding. To the extent such provisions relate to the Escrow Issuer’s obligation to redeem the Notes in a Special Mandatory Redemption, no provisions of the Escrow Agreement or this Indenture may be waived or modified in any manner materially adverse to the Holders without the written consent of each such Holder. However, the Escrow Agreement may be amended without the consent of any other Person to conform to the description thereof in the “Description of the Unsecured Notes” section of the Offering Memorandum. This Article XIII is subject to the terms of the Escrow Agreement, and in the event of a conflict between this Article XIII and the Escrow Agreement, the Escrow Agreement shall control. For avoidance of doubt, this Article XIII (other than this sentence) shall no longer apply after the Assumption is consummated.
Amendment of Escrow Agreement. Exhibit B to the Merger Agreement is amended and restated in its entirety to read as set forth in Attachment C hereto.
Amendment of Escrow Agreement. In accordance with Section 11.1 thereof, the Escrow Agreement is hereby amended to replace “December 31, 2007” with “March 31, 2008” throughout.
Amendment of Escrow Agreement. Notwithstanding anything herein (including Article
Amendment of Escrow Agreement. The Escrow Agreement is amended as ----------------------------- follows, effective as of the date hereof:
Amendment of Escrow Agreement. Reference is made to that form of Escrow Agreement entered into by Hanover and Redwood as of June 15, 2001. The Parties desire to amend the Escrow Agreement in several respects as set forth herein. Each of the Parties, including Gateway, shall execute the amended Escrow Agreement as a party thereto. Any disputes or disagreements concerning the form of the amended Escrow Agreement or the Escrow Agent shall be resolved in accordance with Article VIII hereto. The Escrow Agent shall be a national bank or major financial institution reasonably acceptable to the Parties. The Escrow Agent will (i) receive into the Escrow Account all proceeds derived from the sale of MMBtus Delivered (as used in the Gas Purchase Agreement) owned or controlled by Redwood from the Rodessa/Sligo Interval in the AMI in each month and sold to Gateway, and (ii) remit first, to Hanover and to Gateway their respective shares of the Fixed Monthly Treating Fee or the Floating Monthly Treating Fee, as applicable, less any royalty amount owed by virtue of the Floating Monthly Treating Fee under Section 6.2 below; second, to Hanover the Electricity Cost Reimbursement, if applicable; third, to Xxxxxxx X. and Xxxxxxx Xxx Xxxxxx the Throughput Fee under the Throughput Fee Agreement; and fourth, to Redwood all remaining proceeds after payment of the prior items. Redwood shall bear all of the Escrow Agent’s fees and expenses arising under or with respect to the Escrow Agreement. Notwithstanding the foregoing, the Parties agree that (i) all amounts to be received by Hanover pursuant to the provisions of any borehole farmout under Section 5.6 below shall be paid directly to Hanover and shall not be paid into the Escrow Account, and (ii) all Third Party treating revenues derived under Section 5.4 below shall be paid directly to Hanover and subsequently disbursed as set forth therein, and shall not be paid into the Escrow Account. Notwithstanding any provision of the Throughput Fee Agreement to the contrary, Hanover and Redwood agree that Redwood is the primary obligor for the Throughput Fee under the Throughput Fee Agreement. To the extent funds are available, the Throughput Fee shall be paid from the Escrow Account; provided, however, Redwood shall be liable with respect to such payments irrespective of the availability of funds under the Escrow Account.
Amendment of Escrow Agreement. The Escrow Agreement is hereby amended to provide that all references in the Escrow Agreement to the Management Agreement shall mean and refer to the Management Agreement as amended by the Marriott Agreements Amendment.
Amendment of Escrow Agreement. The Escrow Agreement is hereby amended to provide that 267,808 shares of Common Stock shall be deposited into the Escrow and shall constituted the "Escrow Funds" (as provided for in the Escrow Agreement).
Amendment of Escrow Agreement. The Escrow Agreement shall be amended to provide for an increase in the amount of the interest reserve in escrow necessary to cover all interest due on the Additional Securities, as such interest becomes due, for each interest payment date occurring from the issue date of the Additional Securities through and ending on (and including) December 15, 2006.
Amendment of Escrow Agreement. The parties hereto may from time to time enter into one or more amendments or supplements hereto, for any of the following purposes:
