Amendment to Section 9.7. Section 9.7 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to Section 9.7. Section 9.7(b)(i) is hereby amended by replacing the words “prepared in accordance with IFRS by KPMG” with the words “audited by KPMG”.
Amendment to Section 9.7 a. The addresses set forth in Section 9.7 of the Exchange Agreement immediately following “If to the Lessee, to:” shall be deleted in their entirety and replaced with the following addresses: GS RC Investments LLC c/o Goldman Sachs & Co. 000 Xxxx Xx. Xxx Xxxx, XX 00000 Attention: Pooja Goyal Fax: (000) 000-0000 Email: xxxxx.xxxxx@xx.xxx With a copy (which shall not constitute notice) to: Xxxxxx & Xxxxxx LLP 0000 Xxxxxx Xx., Suite 2500 Houston, TX 77002-6760 Attention: Kaam Sahely Fax: (000) 000-0000 Email: xxxxxxx@xxxxx.xxx
a. The addresses set forth in Section 9.7 of the Exchange Agreement immediately following “If to the CCS Parties, to:” shall be deleted in their entirety and replaced with the following addresses: Clean Coal Solutions, LLC One Denver Tech Center 0000 XXX Xxxxxxx, Xxxxx 000 Xxxxxxxxx Xxxxxxx, XX 00000 Attention: Xxx Xxxxxxx Fax: (000) 000-0000 With a copy (which shall not constitute notice) to: Xxxxx Lovells US LLP One Xxxxx Center 0000 Xxxxxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, XX 00000 Attention: Xxxxx Xxxxxx Fax: (000) 000-0000 E-mail: xxxxx.xxxxxx@xxxxxxxxxxxx.xxx
Amendment to Section 9.7. Section 9.7 of the Existing Credit Agreement is hereby amended by deleting the grid appearing therein and substituting the following grid in replacement therefor: 09/30/03 1.50:1 12/31/03 1.50:1 03/31/04 1.65:1 06/30/04 1.65:1 09/30/04 1.75:1 12/31/04 1.75:1 03/31/05 1.40:1 06/30/05 1.40:1 09/30/05 1.50:1 12/31/05 1.50:1 03/31/06 and thereafter 1.65:1
Amendment to Section 9.7. Section 9.7 of the Financing Agreement shall be amended by deleting Section 9.7 in its entirety and by substituting the following new Section 9.7 in lieu thereof:
Amendment to Section 9.7 a. The addresses set forth in Section 9.7 of the Exchange Agreement immediately following “If to the CCS Parties, to:” shall be deleted in their entirety and replaced with the following addresses: Clean Coal Solutions, LLC One Denver Tech Center 0000 XXX Xxxxxxx, Xxxxx 000 Xxxxxxxxx Xxxxxxx, XX 00000 Attention: General Counsel Fax: (000) 000-0000 Email: xxxxxxxxx@xxxxxxxxxxxxxxxxxx.xxx With a copy (which shall not constitute notice) to: Xxxxxxx Xxxxx XXXX P.O. Box 10969 Bozeman, MT 59719 Attention: Nate Good Fax: (000) 000-0000 Email: xxxxx@xxxxxxxxxxxx.xxx
Amendment to Section 9.7. Section 9.7 of the Credit Agreement is hereby amended by deleting the “and” at the end of Section 9.7(l), deleting the period at the end of Section 9.2(m) and replacing it with “; and” and adding the following new Section 9.7(n): “(n) the Motley Acquisition.”
Amendment to Section 9.7. Section 9.7 of the Credit Agreement is hereby amended by deleting the proviso at the end thereof in its entirety and replacing it with the following: provided, that the following transactions shall be permitted (i) the license of Intellectual Property by the Company to The Kitchen Collection, Inc. without the right of The Kitchen Collection, Inc. to sublicense such Intellectual Property, (ii) payments or repayments of advances to NACCO or Holdings pursuant to the Tax Sharing Agreement to the extent consistent with past practices, (iii) transactions permitted pursuant to Sections 9.1, 9.4, 9.5, 9.10 or 9.11, (iv) transactions pursuant to and in accordance with the Transition Services Agreement; and (v) transactions pursuant to and in accordance with the terms of the Spinoff Agreement.
Amendment to Section 9.7. Section 9.7 of the Partnership Agreement shall be deleted in its entirety and replaced with the following:
Amendment to Section 9.7. (a) Section 9.7(a) of the Original Agreement is hereby deleted in its entirety and replaced with the following:
(a) CMI shall purchase any LNGCo inventory remaining in storage at the Sabine Pass Terminal as of the last day of the Term (other than such inventory (i) that was delivered pursuant to a Term Purchase Agreement, (ii) which LNGCo has contracted to sell to a third party with a delivery period occurring after the end of the Term, or (iii) which is identified in any of the scenarios in the Initial Sales Plan applicable to such inventory to be exported and sold with a delivery period occurring after the end of the Term, which such inventories shall remain with LNGCo) in situ, as LNG inventory and without regasification, from LNGCo pursuant to the Inventory Purchase at the Tailgate Price. In connection with any such sale, LNGCo shall have the right to unwind or enter into offsetting hedge transactions for any hedge agreements entered into in connection with such inventory and the gains or losses of such unwinding or offsetting shall be included in the calculation of Adjusted Gross Margin. If not already included in the daily transaction report that LNGCo is obligated to deliver to CMI as provided in Section 4.1(e), LNGCo shall promptly notify CMI of such actions and provide all information reasonably required by CMI to determine the impact of such action upon Adjusted Gross Margin and to counterbalance CMI's own books accordingly. Upon CMI's exercise of the Inventory Purchase, CMI and LNGCo shall enter into a NAESB Standard 6.3.1, Revision September 5, 2006, Base Contract for Sale and Purchase of Natural Gas and execute a confirmation thereto. CMI shall prepay LNGCo for such LNG inventory five (5) Business Days prior to the effective date of the title transfer for such LNG inventory based on LNGCo's reasonable estimate of the Tailgate Price.”
(b) Section 9.7 of the Original Agreement is hereby amended by adding a new Section 9.7(c) as follows:
(c) Upon CMI's Inventory Purchase, CMI shall use commercially reasonable efforts to maximize the sales proceeds of the inventory purchased thereunder. Following the completion of such sale or sales, CMI shall pay LNGCo, within fifteen (15) Business Days of the completion of delivery of such sale or sales, the applicable percentage of the sales revenue (or proceeds) of such inventory less all direct costs incurred in selling such inventory less the purchase price of such inventory (the “Inventory Gross Margin”), a...
