Amendment to Section 3.3(a). Section 3.3(a) of the Agreeement is hereby amended and restated in its entirety as follows:
(a) Each of the ETP Entities has all necessary power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby, including the Merger and the GP Merger, subject to obtaining the ETP Unitholder Approval for the Merger. The execution, delivery and performance by the ETP Entities of this Agreement, and the consummation of the transactions contemplated hereby, including the Merger and the GP Merger, have been duly authorized and approved by the ETP Managing GP Board, which, at a meeting duly called and held, has, on behalf of ETP and ETP GP, (i) approved and declared advisable this Agreement and the transactions contemplated hereby, including the Merger and the GP Merger, and (ii) resolved to submit the Agreement to a vote of the ETP Limited Partners and limited partner of ETP GP and to recommend adoption of this Agreement by the ETP Limited Partners, and except for obtaining the ETP Unitholder Approval for the adoption of this Agreement, and consummation of the transactions contemplated hereby, no other entity action on the part of the ETP Entities is necessary to authorize the execution, delivery and performance by the ETP Entities of this Agreement and the consummation of the transactions contemplated hereby, including the Merger and the GP Merger. ETP Managing GP, in its capacity as general partner of ETP GP, and ETE, in its capacity as limited partner of ETP GP, have each approved the adoption of this Agreement and the consummation of the transactions contemplated hereby. The members of SXL GP have unanimously approved the adoption of this Agreement and the consummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by the ETP Entities and, assuming due authorization, execution and delivery of this Agreement by the other parties hereto, constitutes the legal, valid and binding obligation of each of the ETP Entities, enforceable against each of them in accordance with its terms.”
Amendment to Section 3.3(a). The last sentence of Section 3.3.(a) of the Transaction Support Agreement shall be amended to replace the words “Error! Reference source not found.” with “Section 3.3(a)”.
Amendment to Section 3.3(a). Section 3.3(a) is hereby amended by deleting the first sentence of such Section and replacing it with the following: “Each Borrower will pay a fee in Dollars on the Dollar Equivalent of all outstanding Letters of Credit (including Letters of Credit denominated in Alternate Currencies) issued for its account at a per annum rate equal to (i) with respect to standby Letters of Credit, the Applicable Margin or (ii) with respect to performance Letters of Credit, two-thirds of the Applicable Margin, in each case, then in effect with respect to Eurocurrency Loans under the Revolving Loans, shared ratably among the Lenders and payable quarterly in arrears on each Fee Payment Date after the issuance date.”
Amendment to Section 3.3(a). Section 3.3(a) of the Agreement is hereby deleted and replaced in its entirety with the following:
Amendment to Section 3.3(a). Section 3.3(a) of the Loan Agreement is hereby amended in its entirety and replaced with the following:
(a) In the event that Borrower fully satisfies the “Conversion and Renewal Conditions” defined below on or before March 31, 2011, then, at the Conversion and Renewal Closing referenced below, Denly shall surrender the $2,000,000 Denly Conversion Note to Borrower and shall receive in return a certificate evidencing that number of shares of Borrower Common Stock equal to one (1) such share for each one dollar ($1) of outstanding principal and accrued unpaid interest on such note (adjusted for any stock splits, reverse splits, stock dividends or the like occurring after the execution of this Agreement and before the Conversion and Renewal Closing).”
