Amendment to Prior Agreement Sample Clauses

Amendment to Prior Agreement. The parties agree that, effective as of the date hereof, Section 4.10 of the Securities Purchase Agreement shall be amended in its entirety by replacing such Section 4.10 with the provisions set forth in this Section 4.5 and any terms included in this Section 4.5 that are not otherwise defined in the Securities Purchase Agreement shall have the meanings ascribed to such terms in this Agreement.
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Amendment to Prior Agreement. The parties agree that, effective as of the date hereof, Section 5.15 of the CPP Securities Purchase Agreement shall be amended in its entirety by replacing such Section 5.15 with the provisions set forth in this Section 4.1(e) and any terms included in this Section 4.1(e) that are not otherwise defined in the CPP Securities Purchase Agreement shall have the meanings ascribed to such terms in this Agreement.
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Amendment to Prior Agreement. The Company and the Requisite Holders agree that each of the provisions of the Prior Agreement shall automatically terminate immediately prior to the consummation of the IPO and shall thereafter be void and have no further force or effect, provided, however, that such termination of the Prior Agreement shall not relieve any party to the Prior Agreement from liability for any breach of the Prior Agreement occurring prior to such termination.
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Amendment to Prior Agreement. This Agreement is an amendment and restatement of that certain Amended and Restated Mill Agreement ("Prior Agreement") dated effective as of the 29th day of July, 1998, by and among Millxx xxx HERSHEY PASTA & GROCERY GROUP, a division of Hershey Foods Corporation, a Delaware corporation ("HPG"). This Agreement hereby supercedes such Prior Agreement with respect to to all Flour Requirements of WPLLC, NWP and its Affiliates at such companies' Winchester, VA and Lebanon, PA processing plants. The Prior Agreement shall continue to apply to all Flour supplied by Millxx xxxor to the date hereof and all Flour Requirements ordered by HPG prior to the date hereof.
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Amendment to Prior Agreement. The parties agree that, effective as of the date hereof, Section 4.1(e) of the Exchange Agreement shall be amended in its entirety by replacing such Section 4.1(e) with the provisions set forth in this Section 4.6 and any terms included in this Section 4.6 that are not otherwise defined in the Exchange Agreement shall have the meanings ascribed to such terms in this Agreement.
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Amendment to Prior Agreement. In consideration of Executive’s agreeing to enter into this Agreement, the Corporation and Executive agree that the Prior Agreement is hereby amended to provide that the milestones set forth in clauses (i), (ii) and (iii) of Section 4.2 of the Prior Agreement and clause (iii)(b) of Section 4.3 of the Prior Agreement may be satisfied by including the net proceeds received by the Corporation at any time prior to August 17, 2010 from (i) the Socius Capital Group financing or (ii) from any private placement financing that is covered by a signed term sheet that was entered into by the Corporation prior to February 18, 2010, or from another source at the same or better terms as contemplated in the signed term sheet. Any financing described in the preceding sentence shall be undertaken and the terms of such financing shall be at the discretion of the Board. For purposes of determining whether the $8,000,000 working capital requirement of the milestone set forth in clause (iii)(b) of Section 4.3 of the Prior Agreement has been satisfied, such working capital amount shall be calculated as of the date of the Corporation’s receipt of the proceeds that are being included to satisfy this milestone. Except as specifically set forth above, the February 17, 2010 deadline for achieving the milestones set forth in Section 4.2 and 4.3 of the Prior Agreement is not being modified or extended. The parties further acknowledge and agree that to the extent that any portion of the option granted to Executive under the Prior Agreement is determined to have not been granted under the Corporation’s 2006 Equity Incentive Plan (the “Plan”), the portion of the option not granted under the Plan shall be allocated to the portion of the option that is to vest under Section 4.3(iii)(b) of the Prior Agreement and shall upon vesting remain outstanding and have all of the other terms and conditions as the portion of the option granted under the Plan.
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Amendment to Prior Agreement. The Company and the Participant acknowledge and agree that the Restricted Stock Unit Agreement dated as of February 1, 2014 by and between them (the “2014 Agreement”) shall be deemed to be amended as of such date to provide for, notwithstanding any contrary provision therein, dividend equivalent rights with respect to the restricted stock units awarded pursuant to the 2014 Agreement, in a manner consistent with the Plan and with Sections 3.1 and 3.2 of this Agreement. Such dividend equivalent rights shall only be credited to Participant in the event the performance goals as set forth on Exhibit 2 to the 2014 Agreement are met. Such dividend equivalent rights shall be subject to forfeiture consistent with Section 4 of this Agreement and shall be paid upon vesting of the restricted stock units awarded pursuant to the 2014 Agreement in a form and at a time consistent with Section 5 of this Agreement. Except as expressly amended hereby, the terms of the 2014 Agreement shall remain in full force and effect.
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Related to Amendment to Prior Agreement

  • Amendment and Restatement of Prior Agreement The Prior Agreement is hereby amended and restated in its entirety as set forth herein. Such amendment and restatement is effective upon the execution of this Agreement on the date hereof by the Company and certain of the Prior Investors who are party hereto, pursuant to Section 5.5 of the Prior Agreement. Upon such execution, all provisions of, rights granted and covenants made in the Prior Agreement are hereby waived, released and superseded in their entirety and shall have no further force or effect, including, without limitation, all rights of first refusal and any notice period associated therewith otherwise applicable to the transactions contemplated by the Purchase Agreement.

  • Amendment to Loan Agreement Subject to satisfaction of the conditions precedent set forth in Section 4 below, the Loan Agreement is hereby amended as follows:

  • Existing Agreement Except as expressly amended herein, the Credit Agreement shall remain in full force and effect, and in all other respects is affirmed.

  • Prior Agreements; Amendments This Agreement supersedes all prior agreements and understandings between the parties with respect to the subject matter hereof. This Agreement may be amended only by a written instrument duly executed by the parties hereto or their respective successors or assigns.

  • Amendment to Agreement Effective as of the Amendment No. 2 Effective Date, the Agreement shall be amended as follows: The parties hereby agree to amend Exhibit A by adding the following new text as a new section 5: [START NEW TEXT]

  • Amendment and Restatement; No Novation (a) This Agreement constitutes an amendment and restatement of the Existing Credit Agreement effective from and after the Restatement Effective Date. The execution and delivery of this Agreement shall not constitute a novation of any Indebtedness or other Obligations owing to the Lenders or the Administrative Agent under the Existing Credit Agreement based on facts or events occurring or existing prior to the execution and delivery of this Agreement. On the Restatement Effective Date, the credit facilities described in the Existing Credit Agreement shall be amended, supplemented, modified and restated in their entirety by the facilities described herein, all loans and other obligations of the Borrower outstanding as of such date under the Existing Credit Agreement shall be deemed to be Loans and Obligations outstanding under the corresponding facilities described herein, without any further action by any Person, and participations in Letters of Credit and Swing Line Loans shall be deemed to be reallocated as are necessary in order that the outstanding balance of such participations, together with any Loans funded on the Restatement Effective Date, reflect the respective Commitments of the Lenders hereunder. (b) In connection with the foregoing, by signing this Agreement, each Loan Party hereby confirms that notwithstanding the effectiveness of this Agreement and the transactions contemplated hereby (i) the Obligations of such Loan Party under this Agreement and the other Loan Documents are entitled to the benefits of the guarantees and the security interests set forth or created herein and in the Collateral Documents, (ii) each Guarantor hereby confirms and ratifies its continuing unconditional obligations as Guarantor with respect to all of the Guaranteed Obligations, (iii) each Loan Document to which such Loan Party is a party is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects and shall remain in full force and effect according to its terms and (iv) such Loan Party ratifies and confirms that all Liens granted, conveyed, or assigned to any Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, are not released or reduced, and continue to secure full payment and performance of the Obligations.

  • 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 April 21, 2011 (the “Amendment Agreement”). Terms defined in the Custody Agreement are used herein as therein defined.

  • Amendment to Rights Agreement Section 1(w) of the Agreement is hereby amended by deleting it in its entirety and replacing it with the following:

  • Amendment to Security Agreement 2.1 Section 2.1(xviii) of the Security Agreement is hereby amended in its entirety as follows:

  • Amendment to Employment Agreement 2 of the Employment Agreement is amended and restated in its entirety to read as follows:

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