Amendment to the Sale Agreement. Annex A to the Sale Agreement is hereby amended by deleting the same in its entirety and replacing it with the Amended and Restated Standard Definitions.
Amendment to the Sale Agreement. The parties hereto acknowledge, consent and agree to the terms of the Sale Agreement Amendment.
Amendment to the Sale Agreement. Subject to the ------------------------------- terms and conditions set forth herein, Exhibit I to the Sale Agreement is hereby amended by amending and restating in its entirety the definition of "Change of Control" in such exhibit to read as follows:
Amendment to the Sale Agreement. The Sale Agreement is hereby amended by inserting the phrase “except as set forth in Section 6.18 of the Receivables Purchase Agreement” at the end of clause (b) of Section 1.2
Amendment to the Sale Agreement. The Sale Agreement and the Exhibits and Schedules thereto are 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 the pages attached as Schedule 2 hereto.
Amendment to the Sale 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 3 below, the Sale Agreement is hereby amended as follows:
a. Exhibit I of the Sale Agreement is hereby amended to add the following sentence at the end of the definition of “Receivable”: “Notwithstanding anything to the contrary herein, the term “Receivable” shall not include any DLL Receivables, any DLL/BEC Receivables, any BEC-DLL Transferred Receivables or any DLL Obligor Receivables.”
Amendment to the Sale Agreement. Effective as of the date first above written, subject to the satisfaction of the conditions precedent set forth in Section 4 below, the Sale Agreement is hereby amended as follows:
(a) Section 5.04(a) of the Sale Agreement is amended by adding at the end thereof the following clause (vi):
(vi) the Seller will not suffer or permit the sum of (A) an amount equal to (1) the lesser of (x) the “Maximum Revolver Amount” minus the “Letter of Credit Usage” and (y) the “Borrowing Base” minus the “Letter of Credit Usage”, minus (2) the outstanding principal balance of all “Advances” under the FootHill Credit Agreement (as such terms in quotations are defined in the FootHill Credit Agreement as in effect on the date hereof), plus (B) the Seller’s unrestricted cash on hand, to be less than $5,000,000 at any time.
(b) Section 7.01 of the Sale Agreement is amended by (i) adding “or” at the end of clause (n) thereof and (ii) adding, after such clause (n), the following clause (o):
(o) The Seller shall fail, on or before January 1, 2004, to (i) complete an issuance of securities representing an equity interest in the Seller, in respect of which issuance the proceeds received by the Seller (net of transaction expenses) are greater than or equal to $15,000,000 or (ii) obtain debt financing (which may be a term loan or the issuance of term notes) in an available principal amount of $15,000,000, under the terms of which (A) the Seller’s repayment obligations are subordinate to the Seller’s repayment obligations under the FootHill Credit Agreement and (B) the Seller is not required to repay the principal amount of such debt prior to December 1, 2006.
Amendment to the Sale Agreement. Effective as of the date hereof and subject to the satisfaction of the condition precedent set forth in Section 4 below, the parties hereto agree that Schedule 4.01(t) to the Sale Agreement is hereby amended and restated in its entirety as Annex I attached hereto and made part hereof.
Amendment to the Sale Agreement. Effective as of the Closing Date and subject to the execution of this Amendment by the parties hereto and the satisfaction of the conditions precedent set forth in Section 4 below, the Sale Agreement is hereby amended as follows:
a. Section 6.2(a)(i) of the Sale Agreement is hereby deleted in its entirety and replaced with the following:
Amendment to the Sale Agreement. Effective as of the date first above written, subject to the satisfaction of the conditions precedent set forth in Section 3 below, the Sale Agreement is hereby amended as follows:
(a) The Sale Agreement is hereby amended to delete Exhibit B attached thereto in its entirety.
(b) The first sentence of Section 2.02(b) of the Sale Agreement is hereby amended to delete therefrom the words “one Business Day’s” and to substitute therefor the words “three Business Days”.
(c) The Sale Agreement is hereby amended to delete Section 2.02(e) in its entirety.
(d) The last sentence of Section 2.05(b) of the Sale Agreement is hereby amended to delete “15th” therefrom the and to substitute “17th” therefor.
