Amendment to Section 7.4. Section 7.4 of the Agreement is hereby amended by replacing such section in its entirety with the following:
Amendment to Section 7.4. Section 7.4 of the Existing Agreement is hereby amended by deleting the word “and” immediately prior to subsection (iv), and inserting the following, immediately after sub-section (iv) and before the term “(“Approved Agreements”)”: and (v) management services to be provided to the timeshare owners’ associations relating to the 109 Acres Timeshare Project and the Paradise Point Timeshare Project
Amendment to Section 7.4. Section 7.4 of the Agreement is hereby amended by adding at the end thereof the following sentence: “Notwithstanding the foregoing, or any other provision of this Agreement to the contrary, with respect to periods after December 31,2003, the provisions of this Section 7.4 shall be of no further force or effect.”
Amendment to Section 7.4. 4. From and after the Amendment Effective Date, the following sentence in Section 7.4.4, “For EGFR Products, the maximum amount payable DocuSign Envelope ID: BC0B85A8-4C4E-49BF-9DC2-0D8965BBCF25 under this Section 7.4 is Four Hundred Fifty-Five Million Dollars ($455,000,000).” is hereby deleted and replaced in its entirety as follows: “For EGFR Products, the maximum amount payable under this Section 7.4 is Four Hundred Sixty Million Dollars ($460,000,000).”
Amendment to Section 7.4. Section 7.4 of the Credit Agreement is hereby amended to restate subsections (c) and (e) thereof in their entirety as follows, delete the word “and” at the end of subsection (h) thereof, delete the period at the end of subsection (i) thereof and insert a semicolon and the word “and” and add the following new subsection (j) in proper alphabetical order: “(c) (i) Asset Sales pending as of the Fourth Amendment Effective Date and described on Schedule 7.4 and (ii) other Asset Sales not permitted by any other clause of this Section 7.4 made after the Fourth Amendment Effective Date, the proceeds of which (valued at the principal amount thereof in the case of non-cash proceeds consisting of notes or other debt Securities and valued at fair market value in the case of other non-cash proceeds) when aggregated with the proceeds of all other Asset Sales made pursuant to this clause (ii) after the Fourth Amendment Effective Date and prior to the date of determination, are less than $30,000,000; provided, in the case of Asset Sales made pursuant to this clause (ii), (A) the consideration received for such assets shall be in an amount at least equal to the fair market value thereof (if the value is greater than $5,000,000, as determined in good faith by the Board of Directors of the Lead Borrower) and (B) no less than 70% of such consideration shall be paid in cash or in Cash Equivalents;
(i) Permitted Acquisitions, the consideration for which may be in any amount, so long as at the time of such Permitted Acquisition and after giving pro forma effect thereto (including any Indebtedness incurred in connection therewith), (A) the Total Leverage Ratio is less than 2.75 to 1.0 and (B) no Default or Event of Default shall have occurred and be continuing and (ii) Permitted Acquisitions for an aggregate consideration of up to $20,000,000 in any Fiscal Year if, at the time of such Permitted Acquisition and after giving pro forma effect thereto (including any Indebtedness incurred in connection therewith), (A) the Total Leverage Ratio is equal to or greater than 2.75 to 1.0 and (B) no Default or Event of Default shall have occurred and be continuing;
(j) the sale and leaseback of the Corporate Headquarters in accordance with Section 7.9.”
Amendment to Section 7.4. Section 7.4 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to Section 7.4. Section 7.4 of the Credit Agreement is hereby amended to restate subsections (c), (e) and (g) thereof in their entirety as follows:
(i) Asset Sales pending as of the Second Amendment Effective Date and described on Schedule 7.4 and (ii) other Asset Sales not permitted by any other clause of this Section 7.4 made after the Second Amendment Effective Date, the proceeds of which (valued at the principal amount thereof in the case of non-cash proceeds consisting of notes or other debt Securities and valued at fair market value in the case of other non-cash proceeds) when aggregated with the proceeds of all other Asset Sales made pursuant to this clause (ii) after the Second Amendment Effective Date and prior to the date of determination, are less than $10,000,000; provided (A) the consideration received for such assets shall be in an amount at least equal to the fair market value thereof (if the value is greater than $5,000,000, as determined in good faith by the Board of Directors of the Lead Borrower) and (B) no less than 90% of such consideration shall be paid in cash or in Cash Equivalents;
Amendment to Section 7.4. Section 7.4 of the Credit Agreement is hereby amended by deleting Section 7.4 in its entirety and by replacing it with the following Section 7.4 to read as follows:
Amendment to Section 7.4. Section 7.4 of the Existing Credit Agreement is hereby as follows:
(i) The word “and” at the end of clause (c) thereof is deleted.
(ii) The “.” at the end of clause (d) thereof is replaced with “; and”.
(iii) A new clause (e) is added at the end thereof to read in its entirety as follows:
Amendment to Section 7.4. Section 7.4 of the Agreement is hereby amended by the addition of subsection D., which shall read as follows:
