Amendment to the RSA Sample Clauses

Amendment to the RSA. Effective as of the Effective Date (as defined herein), subject to the satisfaction of the conditions precedent set forth in Section 4 below, the second sentence appearing in Section 4.1(a)(i) of the RSA is hereby amended and restated in its entirety as follows: Such auditor’s report shall be (other than with respect to the auditor’s report delivered in (a) 2011 in respect of the fiscal year ended 2010 and (b) 2010 in respect of the fiscal year ended 2009) free from exceptions, reservations or qualifications as result of which the auditor would be unable to conclude that the financial statements fairly present or adequately disclose in all material respects the financial condition of YRC Worldwide Inc. and its consolidated Subsidiaries, provided however, that such auditor’s reliance on audit results provided by other auditors of recognized national standing shall not constitute such exception, reservation or qualification, and shall not be limited because of restricted or limited access by such accountant to any material portion of YRC Worldwide Inc.’s or any Subsidiary’s records.
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Amendment to the RSA. Section 3(a)(iii) of the RSA is hereby deleted in its entirety and replaced with the following:
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Amendment to the RSA. Subject to the satisfaction of the conditions precedent set forth in Section 7 below, Exhibit III to the RSA is hereby amended and restated in its entirety as Exhibit B hereto.
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Amendment to the RSA. Subject to the satisfaction of the conditions precedent set forth in Section 6 below, the RSA is hereby amended as follows:
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Related to Amendment to the RSA

  • Amendment to the Agreement The Agreement is hereby amended as follows:

  • Amendment to the Bylaws The Company shall take any and all actions necessary on its part to make effective, as of the Closing, the Amended and Restated By-Laws of the Company attached hereto as Exhibit B (the “Restated By-Laws”). The Restated By-Laws shall be and remain effective from the Closing and until thereafter amended in compliance with the terms thereof and applicable law.

  • Amendment to the Purchase Agreement The Company, the Issuer and the Purchaser hereby agree to amend the Purchase Agreement from and after the Effective Date as follows notwithstanding any contrary provision therein:

  • Amendment to the Loan Agreement Section 3.1 of the Loan Agreement shall be amended and restated as follows:

  • Amendment to Annex A Annex A to the Original Indenture is amended as follows:

  • Amendment to Agreement The Agreement is hereby amended as follows:

  • Agreement to Lock-Up Each Key Holder hereby agrees that it will not, without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the Company’s initial public offering (the “IPO”) and ending on the date specified by the Company and the managing underwriter (such period not to exceed l80 days (which period may be extended upon the request of the managing underwriter, to the extent required by any NASD rules, for an additional period of up to fifteen (15) days if the Company issues or proposes to issue an earnings or other public release within fifteen (15) days of the expiration of the 180-day lockup period), (a) lend, offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Capital Stock held immediately prior to the effectiveness of the registration statement for the IPO or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Capital Stock, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Capital Stock or other securities, in cash or otherwise. The foregoing provisions of this Section 5 shall not apply to the sale of any shares to an underwriter pursuant to an underwriting agreement, and shall only be applicable to the Key Holders if all officers, directors and holders of more than one percent (1%) of the outstanding Common Stock (after giving effect to the conversion into Common Stock of all outstanding Preferred Stock) enter into similar agreements. The underwriters in connection with the IPO are intended third-party beneficiaries of this Section 5 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. Each Key Holder further agrees to execute such agreements as may be reasonably requested by the underwriters in the IPO that are consistent with this Section 5 or that are necessary to give further effect thereto.

  • Amendment to Merger Agreement The Merger Agreement shall be amended as follows:

  • Amendment to the Credit Agreement Effective as of the date first above written and subject to the execution of this Amendment by the parties hereto and the satisfaction of the conditions precedent set forth in Section 2 below, the Credit Agreement shall be and hereby is amended as follows:

  • Amendment to this Agreement No provision of this Agreement may be changed, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, discharge or termination is sought.

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