Amendment of LLC Agreement. The LLC Agreement is hereby amended as follows:
Amendment of LLC Agreement. Each of the LLC and each Shareholder party to the LLC Agreement dated as of February 2, 2000 hereby agrees that it will not amend, supplement or otherwise modify the provisions of Section 5.2 of such agreement without the prior written consent of the Company.
Amendment of LLC Agreement. By the execution and delivery of this Agreement, each Member hereby agrees that, effective as of the Closing Date, Sections 11.2 and 11.3 of the LLC Agreement shall be deemed amended to delete the terms thereof in their entirety. To the extent any provision of Article XI of the LLC Agreement conflicts with the terms of this Agreement, the terms of this Agreement shall be controlling.
Amendment of LLC Agreement. Pledgor shall not, without the prior written consent of the Collateral Agent, agree to or permit (a) the cancellation or termination of the LLC Agreement, except upon the expiration of the stated term thereof, or (b) any amendment, supplement or modification of, or waiver with respect to any of the provisions of, the LLC Agreement, in either case, that is prohibited by the Secured Debt Documents; provided, that Pledgor agrees that it shall not, without the prior written consent of the Collateral Agent, amend or modify the LLC Agreement in any manner which would expressly restrict the Collateral Agent's ability to exercise remedies in respect of the Pledged Collateral as and to the extent contemplated hereby.
Amendment of LLC Agreement. The provisions of the Amended and Restated Limited Liability Company Operating Agreement of Spansion LLC dated as of June 30, 2003 (the “LLC Agreement”), as amended, by and between AMD Investments and FMH shall be amended as of the date of the Contribution in the form attached hereto as Exhibit H.
Amendment of LLC Agreement. Holding will amend and restate its existing limited liability company agreement in the form of the Second Amended and Restated Limited Liability Company Agreement attached hereto as Exhibit C (the “Amended LLCA”), in order, among other things, to effect a split of the Holding Units, pursuant to which each Holding Unit held by a member immediately prior to the date hereof shall represent, immediately following such split, 1.7576049 Holding Units (the transactions set forth in this paragraph are referred to collectively as the “Holding Unit Split”).
Amendment of LLC Agreement. Subject to Section 2 of this Amendment, the LLC Agreement is hereby amended by adding new Section 4.1(d) to read in full as follows:
Amendment of LLC Agreement. Upon the exercise of any Option pursuant to the terms of this Agreement, the Company hereby agrees to cause the LLC Agreement to be amended to reflect the sale and purchase of the Interest and to take such further action as is necessary and appropriate to effect the sale and acquisition of the Interest (including, without limitation, the making of any required determinations under Section 3.2(c) of the LLC Agreement in connection with the Transfer of any Interest).
Amendment of LLC Agreement. For all purposes, effective January 29, 2012, Section 4.01 of the LLC Agreement shall be amended by adding the following directly after Section 4.01(e) and before the start of Section 4.02. Effective January 29, 2012, (i) each currently outstanding nine and one-half Common Shares shall be converted and reconstituted into one (1) Common Share of the Company, (ii) each currently outstanding nine and one-half Class A Preferred Shares shall be converted and reconstituted into one (1) Class A Preferred Share of the Company, (iii) each currently outstanding nine and one-half Class B Shares shall be converted and reconstituted into one (1) Class B Share of the Company and (iv) each currently outstanding nine and one-half Class C Shares shall be converted and reconstituted into one (1) Class C Share of the Company (the conversion and reconstitution of the Common and Preferred Shares to be referred to herein as the “Reverse Share Split”). The number of full Common Shares and Preferred Shares held by a Shareholder as a result of the Reverse Share Split shall be determined by rounding to the nearest whole share. No fractional shares or scrip representing fractional shares will be issued in connection with such Reverse Stock Split. Schedule 5.01 shall be amended and restated effective January 29, 2012 to reflect the Reverse Share Split.
Amendment of LLC Agreement. A. The definition of “QS Member Call Right Trigger” under Article I of the LLC Agreement is hereby amended and restated in its entirety as follows:
