Amendment to Settlement Agreement. (a) Section 2(c) of the Settlement Agreement shall be deleted in its entirety and be replaced with the following new section 2(c) which reads as follows: “The Additional Installment Payments may be paid in cash in accordance with the installment schedule set out in this Section 2(b) or by issuing to Crede convertible note(s) in the form of Exhibit D (“Convertible Note”) for the total Settlement Amount in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”), and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the 1933 Act.
(b) A new Section 2(e) shall be added to the Settlement Agreement which would reads as follows: The Company shall, within ten (10) business days after the date hereof, file with the SEC an initial registration statement on Form S-3 covering the maximum number of registrable securities as shall be permitted to be included thereon in accordance with applicable SEC rules, regulations and interpretations so as to permit the resale of such registrable securities by Crede under Rule 415 under the Securities Act. Crede and its counsel shall have a reasonable opportunity to review and comment upon such registration statement and any amendment or supplement to such registration statement and any related prospectus prior to its filing with the SEC, and the Company shall give due consideration to all such comments.
(c) A new Section 2(f) shall be added to the Settlement Agreement which reads as follows: “During the period commencing on the date of the Conversion Note and ending on the date Crede no longer beneficially owns any Conversion Notes, Crede shall not sell, on any given Trading Day, more than the greater of (i) $10,000 of common stock (subject to adjustment for any stock splits or combinations, stock dividends, recapitalizations or similar event after the date hereof) and (ii) 10% of the daily average composite trading volume of the Company’s common stock as reported by Bloomberg, LP (subject to adjustment for any stock splits or combinations, stock dividends, recapitalizations or similar event after the date hereof) for such Trading Day.
Amendment to Settlement Agreement. Effective immediately upon execution of this Amendment, as between the Company, on the one hand, and each of the Investors and their respective Affiliates and Associates, on the other hand, the following sections of the Settlement Agreement are hereby terminated and deemed to be deleted in their entirety and are and shall be of no further force and effect: Sections 3, 5, 6, 7, 11(c), 11(d), 12, 13 and 27(a).
Amendment to Settlement Agreement. This Settlement Agreement may not be altered, amended, modified, or otherwise changed in any respect or particular whatsoever except by a writing executed by an authorized representative of each party hereto.
Amendment to Settlement Agreement. Effective as of the Closing Date, the Settlement Agreement is hereby amended as follows:
Amendment to Settlement Agreement. Effective as of the date hereof, Sections 2 of the Settlement Agreement is being replaced by Section 4 below, additional mutual releases are being entered into as stated in Section 8 below, and two (2) new sections shall be added at the end of the Settlement Agreement, as follows:
Amendment to Settlement Agreement. 2.1 The City will diligently, in good faith, seek the issuance of the Approvals and completion of the Bond Issuance.
2.2 In the event that the City completes the Bond Issuance and receives the proceeds therefrom, then in lieu of the Tax Credits, the City shall pay, and Xxxxx shall accept, the sum of $50,500,000.00 (the “Refund”) in immediately available U.S. funds payable to the order of “Xxxxx Entertainment Resorts Holdings, L.P.” within five days of receipt of the proceeds from the Bond Issuance.
2.3 By accepting the Refund as described in Paragraph 2.2 herein, Xxxxx Entertainment Resorts Holdings, L.P., and its respective successors and assigns are doing so in full accord and satisfaction of the City's financial obligation to pay the Tax Credits pursuant to Paragraph 4 of the Settlement Agreement.
Amendment to Settlement Agreement. Effective on the date hereof, the Settlement Agreement is amended as follows:
(a) All references to True North shall be amended to be “True North or a mutually agreeable substitute Buyer”.
(b) Section 1(e) is hereby amended by deleting “May 1, 2009” therein and by inserting “May 15, 2009” in lieu thereof.
Amendment to Settlement Agreement. Pursuant to Paragraph 12.11 (“Modifications and Amendments”) of the Settlement Agreement entered into between Xxxxxxx Xxxx (“Named Plaintiff”), individually and in his putative capacity as representative plaintiff on behalf of the putative Class Members and JPMorgan Chase Bank, N.A. (“JPMC”), Named Plaintiff and JPMC, by and through their respective counsel, modify and amend the Settlement Agreement as follows:
Amendment to Settlement Agreement. Georgetown and Leander agree that to the extent the Settlement Agreement provides that Leander will provide retail water service to the Caughfield Subdivision Area, the Settlement Agreement is hereby amended to state that Georgetown will provide retail water service to the Caughfield Subdivision Area.
Amendment to Settlement Agreement. 2.1. The property tax revenues received by the Special Tax Allocation Fund of the Village’s Downtown TIF District for the tax levy year 2014 (“2014 Funds”) shall be distributed to the taxing bodies as follows.
2.1.1 The Village shall retain $3,000,000 from tax year 2014 Funds for eligible redevelopment project costs pursuant to Section 11-74.4-3(q) of the Tax Increment Redevelopment Allocation Act, 65 ILCS 5/11-74.4-3(q), related to environmental remediation and other related expenses for the Colt/Westgate redevelopment project generally located south of Lake Street, north of North Boulevard, east of Harlem Avenue in the Downtown TIF District.
2.1.2 The remaining 2014 Funds which total $1,171,454 shall be paid by the Village to the Cook County Treasurer upon Village Board adoption of an ordinance declaring a surplus distribution no later than the first regularly scheduled Village Board meeting held subsequent to the Effective Date as defined in Section 5 of this Second Amendment, pursuant to a duly adopted ordinance by the Village. District 97 and District 200 agree to waive interest on the late payment of 2014 Funds to which they are entitled under the Agreement but such waiver shall not constitute a waiver of any future interest to which they may be entitled.
2.1.3 Any remaining tax year 2014 Funds that may be distributed to the Village by the Cook County Treasurer not already included in the $1,174,454 referenced in Section 2.1.2 shall be declared surplus and remitted to the Cook County Treasurer by the Village for distribution to the taxing bodies pursuant to the 2011 Agreement as estimated in Exhibit B, attached hereto and incorporated herein by reference, no later than the next business day following the Effective Date.
2.1.4 Upon execution of this Second Amendment, the Village, District 97, and District 200 shall open a joint order escrow account (“Escrow”) which shall be subject to the Escrow Instructions attached hereto and incorporated herein as Exhibit C. Any tax distributions from the County to the Special Tax Allocation Fund of the Village’s Downtown TIF District after the Effective Date of this Second Amendment, as well as any tax year 2015 distributions collected by the Village through the Effective Date as defined herein, less any annual deduction amounts approved in the Settlement Agreement shall be deposited by the Village into the Escrow within five (5) days after the Village’s receipt of the funds. Pursuant to the terms of the Settlemen...
