Amendment to Section 4.4. Section 4.4 of the Merger Agreement is hereby amended by (a) adding the words “as amended as of the date of Amendment No. 2 to this Agreement” after the words “equity commitment letters” and (b) deleting the words “date hereof” in the last sentence of Section 4.4 and replacing them with the words “date of Amendment No. 2 to this Agreement”.
Amendment to Section 4.4. Section 4.4 of the Merger Agreement hereby is amended to read in its entirety as follows:
Amendment to Section 4.4. The first sentence of Section 4.4 is hereby replaced in its entirety with the following: “Except for (A) the consents, waivers, approvals, filings and registrations from or with the Bank Regulators referred to in Section 8.4 and compliance with any conditions contained therein, (B) the filing of the articles of merger and certificate of merger as referred to in Section 2.2 hereof, (C) such filings with Governmental Entities to satisfy the applicable requirements of the laws of states in which Regal Bancorp and the Regal Bancorp Subsidiaries are qualified or licensed to do business or state securities or “blue sky” laws, and (D) the approval of this Agreement by the requisite vote of the stockholders of Regal Bancorp, no consents, waivers or approvals of, or filings or registrations with, any Governmental Entity or other third parties are necessary, in connection with (a) the execution and delivery of this Agreement by Regal Bancorp and Regal Bank, and (b) the completion by Regal Bancorp and Regal Bank of the Merger and the Bank Merger.”
Amendment to Section 4.4. 1. Effective as of the Amendment Effective Date, Section 4.4.1 is hereby deleted and replaced in its entirety as follows:
4.4.1 Amgen shall have the right to elect to select (a) one (1) additional Target (the “First Additional Amgen Target”) by nominating such additional Target at any time prior to [***] (the “First Additional Amgen Target Selection Date”) for inclusion under this Agreement, subject to Section 4.4.2 and (b) a second (2nd) additional Target (the “Second Additional Amgen Target” and, together with the First Additional Amgen Target, the “Additional Amgen Targets”) by nominating such additional Target at any time prior to [***] (the “Second Additional Amgen Target Selection Date” and, together with the First Additional Amgen Target Selection Date, the “Selection Dates”) for inclusion under this Agreement, subject to Section 4.4.2 (collectively, the “Amgen Expansion Option”).”
Amendment to Section 4.4. Section 4.4 is hereby amended by adding the words “or the Intercreditor Agreement” at the end of the last sentence thereof.
Amendment to Section 4.4. Section 4.4 of the Agreement is hereby amended and restated in its entirety as follows:
Amendment to Section 4.4. Section 4.4 of the Credit Agreement is hereby amended in its entirety to read as follows:
Amendment to Section 4.4. A. Section 4.4 of the Credit Agreement is hereby amended by adding the following phrase after the words “on behalf of Secured Parties” in clause (c) thereof: “(as such term is defined in the Collateral Agreement)”.
Amendment to Section 4.4. Section 4.4 of the Purchase Agreement hereby is amended in its entirety to read as follows:
Amendment to Section 4.4. Section 4.4 of the License Agreement is hereby amended and restated in its entirety to read as follows:
