Amendment to Section 7.1. Section 7.1(a) of the Credit Agreement is hereby amended and restated in full to read in its entirety as follows:
Amendment to Section 7.1. Section 7.1(b)(i) of the Merger Agreement is hereby amended by deleting the words “November 6, 2009” and replacing them with the words “December 11, 2009”.
Amendment to Section 7.1. Section 7.1 (b) of the Lease is hereby deleted as originally written.
Amendment to Section 7.1. Section 7.1 of the Credit Agreement is hereby amended by inserting the following new clause (xvii) at the end thereof:
Amendment to Section 7.1. Section 7.1 (“Events of Default”) is amended by adding new clause (h) as follows:
Amendment to Section 7.1. Section 7.1 of the Agreement shall be revised to add the provisions set forth below to the end of the Section: On December 2, 2011, Executive shall receive an option to purchase that number of shares of common stock equal to the quotient obtained by dividing: (A) the difference between the employee’s gross monthly base salary in effect as of November 30, 2011 and $2800, by (B) the closing trading price of the Company’s common stock on December 2, 2011. The exercise price of the stock option shall be equal to the closing trading price of the Company’s common stock on December 2, 2011. The option, which shall be an incentive stock option for purposes of section 422 of the Code to the maximum extent permitted, and otherwise shall be treated as a non-qualified stock option, shall vest in full on December 31, 2011, provided that Executive has not incurred a Termination of Service (as defined in the Plan) before December 31, 2011. The specific terms and conditions of the option shall be as set forth in the Plan and the standard form of stock option agreement, which the Executive hereby agrees to execute.
Amendment to Section 7.1. Section 7.1 of the Agreement is hereby amended by adding at the end thereof the following sentence: “Until June 30, 2005, Xxxxx agrees to use his best efforts in furtherance of the purposes and objectives of the Partnership, to devote such of his time as shall be necessary to the business of the Partnership, and to devote substantially all of his business time to the affairs of the Partnership, the Foreign Fund, the CMGI Funds, the Management Company, @Ventures Expansion Management LLC, @Ventures Expansion Fund, L.P., @Ventures Foreign Expansion Fund, L.P., CMGI @Ventures IV, LLC, and any other @Ventures investment entities of which CMGI is the sole investor.”
Amendment to Section 7.1. Section 7.1 of the Credit Agreement is amended to: (a) add the word “or” following the semicolon at the end of clause (m) of such Section 7.1, (b) delete clause (n) of such Section 7.1 and (c) redesignate clause (o) of such Section 7.1 to be clause (n) of such Section 7.1.
Amendment to Section 7.1. Section 7.1 of the Credit Agreement is hereby amended by (a) replacing “ and (b)” with “, (b)” and (b) inserting the following at the end of such section, immediately prior to the “.”: “and (c) if, after giving effect to such Credit Event, the sum of (i) the aggregate principal amount of all Revolving Credit Loans then outstanding, (ii) the aggregate principal amount of all Swingline Loans then outstanding, and (iii) the aggregate face amount of Letters of Credit then outstanding (other than (A) Cash Collateralized Letters of Credit and (B) non-Cash Collateralized Letters of Credit in an aggregate face amount not to exceed $30,000,000) at such time would exceed 30.0% of the amount of the Total Revolving Credit Commitment, then the Consolidated First Lien Secured Debt to Consolidated EBITDA Ratio (calculated on a Pro Forma Basis for such Credit Event and other Consolidated First Lien Secured Debt outstanding at such time) would not exceed the ratio set forth in Section 10.7 with respect to the most recently ended Test Period.”.
