Amendment to Section 4.1(a). Section 4.1(a) of the Credit Agreement is hereby amended and restated to read in its entirety as follows: “Each Credit Party executing this Agreement hereby agrees that from and after the Closing Date and until the Termination Date, it shall deliver to Agent or to Agent and Lenders, as required, the Financial Statements, notices, Projections and other information at the times, to the Persons and in the manner set forth in Annex E. Notwithstanding the timing otherwise set forth in Annex E or otherwise herein to the contrary, (i) the Financial Statements for the Fiscal Quarter ended March 31, 2006 and the annual audited Financials Statements required to be delivered pursuant to subsection (c) of Annex E for the Fiscal Year ending December 31, 2005 shall not be required to be delivered until July 27, 2006 and (ii) the Financial Statements for the Fiscal Quarter ended June 30, 2006 shall not be required to be delivered until September 15, 2006. Together with the Financial Statement delivered with respect to the Fiscal Quarter ending March 31, 2006, Borrower Representative shall provide Agent with calculations, in form and substance acceptable to Agent, demonstrating compliance with the Financial Covenants for such Fiscal Quarter.”
Amendment to Section 4.1(a). Section 4.1(a) of the Credit Agreement is hereby amended and restated to read in its entirety as follows: “Each Credit Party executing this Agreement hereby agrees that from and after the Closing Date and until the Termination Date, it shall deliver to Agent or to Agent and Lenders, as required, the Financial Statements, notices, Projections and other information at the times, to the Persons and in the manner set forth in Annex E. Notwithstanding the timing otherwise set forth in Annex E, the monthly financials required to be delivered pursuant to subsection (a) of Annex E for the Fiscal Months ending January 31, 2006, February 28, 2006 and March 31, 2006 shall not be required to be delivered until May 15, 2006 and the annual audited financials required to be delivered pursuant to subsection (c) of Annex E for the Fiscal Year ending December 31, 2005 shall not be required to be delivered until April 30, 2006.”
Amendment to Section 4.1(a). Section 4.1(a) of the Agreement is hereby amended by deleting the words “four percent (4.0%)” set forth therein and replacing such words with “three and one-quarter percent (3.25%)”.
Amendment to Section 4.1(a). Section 4.1(a) of the Merger Agreement is amended by replacing the phrase “$48.50 per Share in cash, without interest (the “Per Share Merger Consideration”)” with the phrase “$50.00 per Share in cash, without interest (the “Per Share Merger Consideration”)”.
Amendment to Section 4.1(a). Section 4.1(a) of the Loan Agreement is amended and restated in its entirety to read as follows:
Amendment to Section 4.1(a). Section 4.1(a) of the Exchange Agreement shall be deleted in its entirety and replaced as follows: The Parties agree that for federal income Tax purposes, (i) the transactions described in the Existing Lease shall be considered as a taxable installment sale of the Existing Facility, and (ii) the transactions described in this Agreement and in the New Equipment Lease shall be treated as a like-kind exchange under Section 1031 of the Code of the facility leased pursuant to the Existing Lease for the New Facility. Each Party agrees to report the transaction consistently with such characterization. Lessee will provide Lessor with an allocation of the payments under the Initial Term of the New Equipment Lease between interest and principal components within 90 days after the Closing Date. Lessee will provide Lessor with an allocation of the payments under the First A&R Lease Term between interest and principal components within 120 Days after the commencement of the First A&R Lease Term. Lessee will provide Lessor with an allocation of the payments under Second A&R Lease Term between interest and principal components within 120 Days after the after the commencement of the Second A&R Lease Term. Lessee will provide Lessor with an allocation of the payments due under each Renewal Term of the Second A&R Equipment Lease between interest and principal components within 90 days of the start of each Renewal Term. Lessor shall provide any objections to Lessee within 30 days after the receipt thereof. If Lessor raises objections, the Parties will apply the procedures set forth in Section 4.1(b) to resolve such objections.
Amendment to Section 4.1(a). Section 4.1(a) to the Master Purchase and Sale Agreement is hereby deleted in its entirety and replaced with the following:
Amendment to Section 4.1(a). Section 4.1 of the Pledge captioned “Protect Collateral; Further Assurances, etc.” is hereby amended by deleting the existing paragraph (a) in its entirety and replacing it with the following text:
Amendment to Section 4.1(a). Section 4.1(a) of the LLC Agreement is hereby amended to read in its entirety as follows:
Amendment to Section 4.1(a). Section 4.1(a) of the Loan Agreement is amended by (i) restating the parenthetical clause after the words “capital in respect of its Loan” on approximately the ninth and tenth lines thereof to read “(such increases in costs, reductions in amounts receivable or maintenance of capital being herein called “Additional Costs”)” and (ii) adding the word “, liquidity” after the words “special deposit” in clause (ii) on approximately the fifteenth line thereof.
