Amendment of Facility Agreement Sample Clauses

Amendment of Facility Agreement. With effect from the date upon which the Agent confirms to the other Finance Parties and the Company that it has received each of the documents listed in Schedule 1 (Conditions Precedent) (or waived receipt of, as the case may be) in a form and substance satisfactory to the Agent (such date the “Effective Date”), the Facility Agreement shall be amended and apply as between the parties thereto so that it shall be read and construed for all purposes as set out in Schedule 2 (Amended and Restated Facility Agreement) (the “Amended and Restated Facility Agreement”).

Amendment of Facility Agreement. (a) Notwithstanding anything to the contrary contained in the Facility Agreement (including Section 2.3 thereof), the Fourth Amendment, the Fifth Amendment, the Sixth Amendment or the Notes (or in any Conversion Notices (as defined in the Notes)): (i) from and after the date hereof, any conversion of principal under the Notes shall be applied to reduce principal payments due under the Notes as set forth on Schedule 1.01(a), in each case, until the earlier of (A) the time the applicable amount of such principal payment (as set forth in the third column of Schedule 1.01(a)) has been satisfied in full through conversions thereof and (B) 5:00 p.m. (New York City time) on the Trading Day immediately preceding the date such principal payment is due and payable; and (ii) each of the Purchasers and the Borrower acknowledges and agrees that, following the date hereof, to the extent any conversion of the Notes reduces the principal payment due and payable on any date, such conversion and related reduction shall be applied to the portion of such payment due under the applicable Notes held by each of the Purchasers on a pro rata basis in accordance with each Purchaser’s Percentage Allocation. (b) For the avoidance of doubt, the conversion of Notes (or any portion thereof) shall not reduce, or be applied against, any obligation of the Obligors to pay interest under the Notes, it being acknowledged and agreed that all such interest shall be payable, in cash on the applicable payment date, in accordance with the Facility Agreement and the Notes (as amended hereby) and any outstanding principal amount of the Notes shall bear interest until satisfied in full (by conversion of such principal amount into Common Stock or otherwise). (c) Section 5.4(j) of the Facility Agreement is hereby amended and restated in its entirety to read as follows: (j) The amount of Cash and Cash Equivalents on the last day of each fiscal quarter is less than $25,000,000, or less than $20,000,000 as of June 30, 2018, September 30, 2018 or December 31, 2018.”

Amendment of Facility Agreement. Notwithstanding anything to the contrary contained in the Facility Agreement (including Section 2.3 thereof), the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment or the Notes (or in any Conversion Notices (as defined in the Notes)), after giving effect to the Exchange (as defined below) and subject to the conversion thereof and the terms and conditions set forth herein, the remaining $3,000,000 July 2018 Tranche 4 Principal Payment shall be deferred to and shall be due and payable on, August 31, 2018 (subject to any acceleration thereof pursuant to the terms of the Facility Agreement) in accordance with the Facility Agreement unless satisfied through conversion of Notes in accordance with the Facility Agreement and the Notes. From and after the date hereof, any conversion of principal under the Notes shall be applied to reduce principal payments due under the Notes as set forth on Schedule 1.01, in each case, until the earlier of (A) the time the applicable amount of such principal payment (as set forth in the third column of Schedule 1.01) has been satisfied in full through conversions thereof and (B) 5:00 p.m. (New York City time) on the Trading Day immediately preceding the date such principal payment is due and payable

Amendment of Facility Agreement. (a) Notwithstanding anything to the contrary contained in the Facility Agreement (including Section 2.3 thereof) or the Notes, after giving effect to the Exchange (as defined below) and subject to the consummation thereof, the $1,250,000 in remaining principal amount of the Tranche 4 Notes (the “Remaining October 2017 Tranche 4 Principal Payment”) that, prior to the Fourth Amendment, was due and payable on October 31, 2017 and was deferred by the Fourth Amendment and the Fifth Amendment to January 19, 2018, shall be further deferred to, and shall be due and payable on, May 6, 2018. (b) Notwithstanding anything to the contrary contained in the Facility Agreement (including Section 2.3 thereof), the Fourth Amendment, the Fifth Amendment or the Notes (or in any Conversion Notices (as defined in the Notes)): (i) (A) from and after the date hereof until the earlier of (1) the time the Remaining October 2017 Tranche 4 Principal Payment has been satisfied in full (i.e., reduced to zero by conversions of the Notes) and (2) 5:00 p.m. (New York City time) on the Trading Day immediately preceding the date the Remaining October 2017 Tranche 4 Principal Payment is due and payable (such earlier time, the “October 2017 Principal Application Time”), any conversion of principal under the Notes shall be applied to reduce the Remaining October 2017 Tranche 4 Principal Payment; and (B) to the extent the Remaining October 2017 Tranche 4 Principal Payment has not been satisfied in full through conversions of the Notes on or prior to 5:00 p.m. (New York City time) on the Trading Day immediately preceding the date the Remaining October 2017 Tranche 4 Principal Payment is due and payable, the Borrower shall pay the remaining amount of the Remaining October 2017 Tranche 4 Principal Payment, in cash, in accordance with the Facility Agreement; (ii) following the October 2017 Principal Application Time, any conversion of principal under the Notes shall be applied to reduce principal payments due under the Notes as set forth on Schedule 1.01(b), in each case, until the earlier of (A) the time the applicable amount of such principal payment (as set forth in the third column of Schedule 1.10(b)) has been satisfied in full through conversions thereof and (B) 5:00 p.m. (New York City time) on the Trading Day immediately preceding the date such principal payment is due and payable; and (iii) each of the Purchasers and the Borrower acknowledges and agrees that, following the date hereof, to ...

Amendment of Facility Agreement. With effect from the date falling two Business Days (or such earlier date as may be agreed by the Agent, acting in its sole discretion) from the date upon which the Agent confirms to the other Finance Parties and the Company that it has received each of the documents listed in Schedule 1 (Conditions Precedent) (or waived receipt of, as the case may be) in a form and substance satisfactory to the Agent (such date the “Effective Date”), the Facility Agreement shall be amended and apply as between the parties thereto so that it shall be read and construed for all purposes as set out in Schedule 2 (Amended and Restated Facility Agreement) (the “Amended and Restated Facility Agreement”).

Amendment of Facility Agreement. The Company requests that the Facility Agreement is amended as follows (the “Proposal”): (a) the definition of “Exchange” in Clause 9.1 (Change of Control) of the Facility Agreement to be deleted in its entirety and replaced with the following:

Amendment of Facility Agreement. Effective as of the Effective Date (as hereinafter defined), the Facility Agreement is hereby amended as follows: (a) Section 5.12(b) of the Facility Agreement is hereby amended and restated in its entirety as follows: (b) The Borrower shall provide, free from preemptive rights, out of the Borrower’s authorized but unissued shares or shares held in treasury, sufficient shares of Common Stock to provide for conversion of the Convertible Notes held by the Lenders from time to time as such Convertible Notes are presented for conversion (assuming that at the time of computation of such number of shares of Common Stock, all such Convertible Notes would be converted by Lenders into Conversion Shares without regard to any limitation on conversion) and cause all shares of Common Stock issued upon conversion of the Convertible Notes held by the Lenders to be fully paid and free from all taxes, liens and charges with respect to the issue thereof. The Conversion Shares may, at the option of the applicable Lender (in its sole discretion), be issued without registration thereof under the Securities Act.”

Amendment of Facility Agreement