Amendment to Section 2.3(a) Sample Clauses
The "Amendment to Section 2.3(a)" clause serves to formally modify the terms or provisions originally set out in Section 2.3(a) of an agreement. This clause typically specifies the exact changes being made, such as altering deadlines, updating obligations, or clarifying language within that section. By clearly documenting these modifications, the clause ensures that all parties are aware of and agree to the updated terms, thereby preventing misunderstandings and maintaining the enforceability of the contract.
Amendment to Section 2.3(a). Section 2.3(a) of the Credit Agreement is hereby amended by replacing “ONE HUNDRED FIFTY-FIVE MILLION DOLLARS ($155,000,000)” referenced therein with “ONE HUNDRED SEVENTY-FIVE MILLION DOLLARS ($175,000,000)”.
Amendment to Section 2.3(a). Section 2.3(a) of the Investor Rights Agreement is hereby amended and restated in its entirety as set forth in the attached Exhibit B.
Amendment to Section 2.3(a). Section 2.3(a) of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to Section 2.3(a). Section 2.3(a) of the Agreement is hereby amended and restated in its entirety as follows:
Amendment to Section 2.3(a). Section 23(a) is hereby amended and restated in its entirety as follows:
(a) Subject to Sections 23(b) and 24(b), if the Executive’s employment shall terminate without Cause during the twelve-month period immediately following a Change in Control, then upon the Executive’s execution and non-revocation of a general release in the Company’s customary form, the Executive shall be entitled, as his exclusive remedy hereunder, to (i) full and immediate vesting of all otherwise unvested Stock Options and Restricted Stock and (ii) a payment equal to the amount of Base Salary and annual bonus the Executive would have been entitled to receive under this Agreement for the duration of the applicable term (based upon the amount of the annual bonus, if any, paid to the Executive with respect to the year prior to the year in which such termination of employment occurs). Subject to Section 24(b), the amount determined under this Section 23(a)(ii) will be paid to the Executive in a single lump sum on or prior to the thirtieth (30th) day after such termination of the Executive’s employment.”
Amendment to Section 2.3(a). Section 2.3(a) of the Credit Agreement is hereby amended by replacing the reference therein to “$150,000,000” with “$200,000,000”.
Amendment to Section 2.3(a). Section 2.3(a) is hereby amended and restated as follows:
(a) The Closing shall take place at the offices of Wachtell, Lipton, ▇▇▇▇▇ & ▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ at 10:00 a.m., New York time, on (a) the third (3rd) Business Day following the satisfaction or waiver of the conditions set forth in Article VI (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waiver of those conditions at the Closing); provided that if the Marketing Period has not ended at the time of the satisfaction or waiver of the conditions set forth in Article VI (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waiver of those conditions at the Closing), the Closing shall occur on the earlier of (x) a date during the Marketing Period specified by Purchaser on no fewer than three (3) Business Days’ written notice to the Sellers and (y) the third (3rd) Business Day immediately following the last day of the Marketing Period or (b) such other place, time or date as may be mutually agreed upon in writing by the Sellers and Purchaser (the date on which the Closing actually occurs, the “Closing Date”); provided, further, that notwithstanding anything to the contrary herein, for purposes of accounting and all calculations related to the determination of the Aggregate Common Equity Price (and the components thereof), the Closing shall be deemed effective as of 5:00 p.m., Eastern Time, on the Closing Date. From the Closing through 5:00 p.m., Eastern Time, on the Closing Date, except for the transactions expressly contemplated by this Agreement, the Transferred Entities shall operate in the ordinary course of business consistent with past practice (and without limiting the generality of the foregoing, during such period no obligation shall be incurred in respect of any dividend or distribution or any indebtedness that would affect the determination of the Aggregate Common Equity Price (or any component thereof)), and, for the avoidance of doubt, the payment of Seller Transaction Expenses, Purchaser Transaction Expenses and/or the Bank Fee Amount shall not affect the determination of the Closing Date Cash or Working Capital.”
Amendment to Section 2.3(a). The proviso appearing at the end of Section 2.3A of the Credit Agreement is hereby amended and restated in its entirety to read as follows: provided that at all times following the Second Amendment Effective Date, the Commitment Fee shall be 0.50% per annum.
Amendment to Section 2.3(a). The reference to “FIFTEEN MILLION DOLLARS ($15,000,000)” contained in Section 2.3(a) of the Credit Agreement is hereby amended to read “TWENTY MILLION DOLLARS ($20,000,000)”.
Amendment to Section 2.3(a). Section 23(a) of the Rights Agreement is hereby supplemented and amended by inserting the following sentence immediately after the last sentence thereof: “Notwithstanding anything in this Agreement to the contrary, in no event shall the provisions of this Section 23 apply to the public announcement, approval, execution, delivery or performance of the Merger Agreement and/or the Tender Agreements, the making or consummation of the Offer, or the consummation of the Merger and the other Transactions.”