Amendment to the Existing Agreement. The agreement between the parties entitled “Agreement Between ECOFLO, Inc. and the City of Durham Concerning Household and City Department Hazardous Waste Collection,” dated January 13, 2004, referred to as the “Original Contract” has had four amendments for contract extensions as follows: first amended in June 2008 (“Amendment #1”), again in January 2011 (“Amendment #2”), again May 2012 (“Amendment #3”), again in January 2013 (Amendment #4) and is hereby further amended as follows:
Amendment to the Existing Agreement. As of the Amendment Date (as defined in Section 3), the Existing Agreement is hereby amended as follows: Schedule 3 of the Existing Agreement is hereby amended and restated in its entirety as follows: Notwithstanding anything to the contrary herein, if during the employment, the Company terminates this Agreement without cause or upon a Change of Control (as defined below), the Company shall pay to Executive the following sums (less applicable payroll deductions and taxes) in cash in the amount of one-half of the Base Salary in effect on the date of such termination payable in six (6) monthly installments. The payment of severance as required by this Schedule 3 may be conditioned by the Company on the delivery by Executive of a release of any and all claims that Executive may have against the Company which release shall be in form and substance satisfactory to the Company. For the purposes of this Agreement, “Change in Control” shall be deemed to have occurred if, during the employment, any of the following occurs (through one or a series of related transactions): (a) the sale, disposition or transfer to an unrelated third party of all or substantially all of the consolidated assets of the Company and its consolidated subsidiaries, (b) a sale, disposition or transfer resulting in no less than a majority of the voting power or equity interests of the Company and its consolidated subsidiaries on a fully diluted basis being held by a person (as defined below) or persons acting as a group who prior to such sale, disposition or transfer did not have a majority of such voting power, (c) a merger, consolidation, recapitalization or reorganization of the Company or its consolidated subsidiaries with or into one or more entities such that “control” (as defined below) of the resulting entity is held, directly or indirectly, by a person or persons acting as a group who did not have control of the Company and its consolidated subsidiaries prior to such merger, consolidation, recapitalization or reorganization, or (d) the liquidation or dissolution of the Company or its consolidated subsidiaries. For purposes of the foregoing, “control” means the power to direct or cause the direction of the management and policies, or the power to appoint directors, whether through the ownership of voting interests, by contract or otherwise, and “person” shall have the meaning such term has as is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended). For ...
Amendment to the Existing Agreement. Effective as of the date hereof, the Existing Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in Exhibit A hereto. The parties hereto further acknowledge and agree that Exhibit A constitutes the Agreement as amended and modified by the terms set forth herein.
Amendment to the Existing Agreement. The definition of “Termination Date” contained in Section 1 of the Existing Agreement is, effective as of the date hereof and subject to the satisfaction of the conditions precedent set forth in Section 2 hereof, hereby amended by deleting the date “April 21, 2017” in its entirety and substituting therefor the new date “July 11, 2017”.
Amendment to the Existing Agreement. As of the Effective Date (defined below), Section 8.2.2 of the Existing Agreement is hereby amended in its entirety to read as follows: “If Imprimis, its Licensee or their respective Affiliates fails to either initiate any study where data is derived with respect to a Product, or to generate Net Receipts, before the fifth anniversary of the Effective Date, then (unless the parties otherwise mutually agree in writing), the Sellers shall jointly have the right, at their option and as their sole remedy, to terminate the Agreement.”
Amendment to the Existing Agreement. Subject to and conditioned upon the fulfillment of each of the conditions precedent set forth in Section 2 hereof, the Existing Agreement is hereby amended as follows: Section 7.7 of the Existing Agreement is hereby amended to delete the terms thereof in their entirety and to insert the following therefor:
Amendment to the Existing Agreement. As of the Effective Date (defined below), the Existing Agreement is hereby amended or modified as follows:
Amendment to the Existing Agreement. As of the Amendment Date (as defined in Section 3), the Existing Agreement is hereby amended as follows:
Amendment to the Existing Agreement. Effective as of the Effective Date (as defined below), the Existing Agreement is hereby amended as follows:
(a) Section 1.01. The definition of “Excluded Property” contained in Section 1.01 of the Existing Agreement is hereby amended by adding the following words immediately after the phrase “
(xii) Excluded Accounts”: “(but not the proceeds of any Collateral deposited in any Excluded Account which is a zero balance Deposit Account)”
Amendment to the Existing Agreement. As of the date hereof and effective immediately prior to the effectiveness of the Zurich Investment Agreement (as defined below):
(a) Section 1 of the Existing Agreement is hereby amended to delete the definitions for “Capital World Investment Agreement,” “Capital World Purchasers” and “Investment Agreements” and insert each of the following definitions in alphabetical order:
