Amendment of Sections 1 Sample Clauses

Amendment of Sections 1. 2(a) through (g). Sections 1.2(a) through (g) of the Merger Agreement shall be deleted in their entirety and shall be replaced by the following:
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Amendment of Sections 1. 01 and 2.01. Each of Sections 1.01(a), (b), (c), (d), (e) and (f) and 2.01(b)(ix) of the Disclosure Schedule is hereby amended and restated in its entirety as set forth on Exhibit A attached hereto, and each such amended section of the Disclosure Schedule shall be deemed for all purposes to have been delivered as of the date of the Purchase Agreement.
Amendment of Sections 1. 1 and 1.
Amendment of Sections 1. 15 – 1.35. Sections 1.15 – 1.35 of the Agreement are hereby renumbered as Sections 1.14 – 1.34, respectively.
Amendment of Sections 1. 64 – 1.136. Sections 1.64 – 1.136 of the Agreement are hereby renumbered as Sections 1.63 and 1.135, respectively, and then solely upon achievement of the developmental milestone set forth in Section 11.2(b) of the Agreement as amended herein, said sections shall be immediately and automatically renumbered as Sections 1.61 – 1.133, respectively.
Amendment of Sections 1. 1.35, 1.1.79, 2.3, and 3.1. Sections 1.1.35, 1.1.79, 2.3, and 3.1 of the License Agreement are hereby amended by deleting each occurrence of the phraseEffective Date” and replacing each such occurrence with the phrase “Commencement Date”.
Amendment of Sections 1. 6(a)-(e) of the Merger Agreement. Sections 1.6(a)-(e) of the Merger Agreement are hereby amended and restated in their entirety to read: (a) Immediately prior to the Effective Time, GTY shall deposit, or shall cause to be deposited with Continental Stock Transfer & Trust Company or such other bank or trust company that may be designated by GTY and be reasonably acceptable to the Company (the “Exchange Agent”), for the benefit of the CB Holders, for exchange in accordance with this Section 1.6 through the Exchange Agent, sufficient funds and shares of Holdings Common Stock in an aggregate amount necessary for the payment of: (i) the Per Indemnity Share Closing Cash Consideration and the Per Share Closing Cash Consideration payable to each CB Shareholder, which shall not include any amounts otherwise payable in respect of any Dissenting Shares, and the Per Option Closing Cash Consideration payable to each Vested Qualifying Option Holder; provided that (1) the Key Executives of the Company shall receive twenty percent (20%) of the Per Indemnity Share Closing Cash Consideration or the Per Option Closing Cash Consideration payable to such executives in newly issued shares of Holdings Common Stock, each with a nominal value of Ten Dollars ($10.00) per share (the “Executive Shares”), in lieu of cash and (2) each of the Key Stockholders of the Company shall receive One Million Dollars ($1,000,000) of the Per Indemnity Share Closing Cash Consideration payable to such stockholder in One Hundred Thousand (100,000) newly issued shares of Holdings Common Stock, each with a nominal value of Ten Dollars ($10.00) per share (collectively with the Executive Shares, the “Merger Shares”), in lieu of cash; and provided further that GTY or Holdings will promptly thereafter pay to the Exchange Agent any additional Per Indemnity Share Closing Cash Consideration or Per Share Closing Cash Consideration, as applicable, due to any Dissenting Shares becoming CB Shares in accordance with Section 1.2(b) or Section 1.2(c), as applicable and (ii) the Closing Earnout Payment due to each Closing Earnout Recipient. The aggregate Per Indemnity Share Merger Consideration, the aggregate Per Share Merger Consideration, the aggregate Per Option Merger Consideration, and the Merger Shares, are referred to herein, collectively, as the “Merger Consideration.” The funds and shares provided to the Exchange Agent are referred to as the “Exchange Fund.” The Exchange Agent shall, pursuant to irrevocable ...
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Related to Amendment of Sections 1

  • Amendment of Section 5 02. The third paragraph following Section 5.02(a)(vi) is hereby replaced in its entirety with the following: On each Distribution Date, the Trustee, subject to Section 5.01, shall distribute to the Holders of the Class SES Certificates, any Ancillary Income, which shall be treated as paid outside the Lower-Tier REMIC and the Upper-Tier REMIC.

  • Amendment of Section 7 2.10(f). Clause (iii) of Section 7.2.10(f) of the Credit Agreement is hereby amended and restated in its entirety to the following:

  • Amendment of Section 6 14. Section 6.14 of the Credit Agreement is amended to read as follows:

  • Amendment of Section 9.2. Section 9.2 of the Credit Agreement is hereby amended to read in its entirety as follows:

  • Amendment of Section 1 Section 1 of the Rights Agreement is supplemented to add the following definitions in the appropriate locations:

  • Amendment of Section 3 Section 3 of the Employment Agreement is hereby deleted in its entirety and replaced with the following: Term. Unless otherwise terminated in accordance with Sections 8, 9, 10 or 11, the Employment Term shall be for a term ending April 30, 2015. This Agreement shall be automatically renewed for successive additional Employment Terms of one (1) year each unless notice of termination is given in writing by either party to the other party at least thirty (30) days prior to the expiration of the initial Employment Term or any renewal Employment Term.

  • Amendment of Section 8 15(b). Section 8.15(b) of the Existing Credit Agreement is hereby amended in its entirety to read as follows:

  • Amendment of Section 4 4. Pursuant to Section 9.2 of the Indenture, Section 4.4(b) of the Indenture is hereby amended and restated in its entirety to read as follows:

  • Amendment of Section 10 1. Section 10.1 of the Note Agreement is amended to read in its entirety as follows:

  • Amendment of Section 9 05. In respect of the 2018 Notes only, the provisions of Section 9.05 of the Indenture are amended by deleting the text of such Section in its entirety and inserting in lieu thereof the phrase “[intentionally omitted]”. Such provisions shall be deemed not to have been deleted in respect of the 2021 Notes.

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