Amendment to the SPA. The Parties hereby agree that, with effect from the date hereof, the SPA shall be amended and supplemented as follows:
Amendment to the SPA. The first sentence of Section 6.16(b) of the SPA is hereby amended and restated in its entirety as follows: As a material inducement to Purchaser entering into this Agreement, each member of the Parent Group shall not, and shall not permit, cause or encourage any of its respective Affiliates to, directly or indirectly (whether by itself, through an Affiliate or in partnership or conjunction with any other Person), at any time prior to five (5) years from the Closing Date (the “Non-Compete Period”), directly or indirectly, either for itself or for any other Person, own, manage, control, participate in, consult with, render services for, permit its name to be used or in any other manner engage in all or any portion of the Business; provided, however, that the length of the Non- Compete Period applicable to the covenants of the Parent Group set forth in this Section 6.16(b) as it relates to the portion of the Business located in Mexico shall end on the date that is three (3) years from the Closing instead of five (5) years from the Closing.
Amendment to the SPA. On and with effect from the date of the Supplemental SPA, the SPA is amended as follows:
Amendment to the SPA. 1.1. Part (e) of the definition of “Exempt Issuance” under Section 1.1 of the SPA shall be replaced in its entirety with the following (additions are bold and underlined and deletions are struck through):
Amendment to the SPA. 2.1 Clause 3.3 of the SPA shall be deleted in its entirety and replaced with the following: "Consideration shall be satisfied by (or on behalf of) the Purchaser as follows:
Amendment to the SPA. (i) The SPA at Article I Section 1.1 definitions of “
Amendment to the SPA. The Company and you, subject to the satisfaction of the SPA Amendment Condition (as defined below), hereby agree to amend the SPA as follows (the "SPA Amendment"): The reference to "forty-five (45) calendar days" in the penultimate line of Section 4(n)(ii) shall be amended to instead refer to "one-hundred twenty (120) calendar days". Notwithstanding anything to the contrary contained in this letter, (i) the Note Amendment shall become effective when, and only when, the Company and the Required Holders (as defined in the Notes) shall have executed and delivered either this letter (this "Amendment Letter") or amendment letters (the "Additional Amendment Letters") substantially identical to this Amendment Letter (the "Note Amendment Condition"); and (ii) the SPA Amendment shall become effective when, and only when, the Company and the Required Holders (as defined in the SPA) shall have executed and delivered either this Amendment Letter or Additional Amendment Letters (the "SPA Amendment Condition"). Except as explicitly modified by this Amendment Letter, the Transaction Documents shall remain in full force and effect in accordance with their terms. On or before 8:30 a.m., New York City time, on July 14, 2014, the Company shall file a Current Report on Form 8-K describing the terms of the transactions contemplated by this Amendment Letter and all substantially similar amendment letters entered into by the other parties to the SPA and other holders of Notes in the form required by the Exchange Act and attaching a form of this Amendment Letter (including all attachments, the “8-K Filing”). From and after the filing of the 8-K Filing with the SEC, the Company acknowledges and agrees that you shall not be in possession of any material, nonpublic information received from the Company, any of its Subsidiaries or any of their respective officers, directors, employees or agents, that is not disclosed in the 8-K Filing. In addition, effective upon the filing of the 8-K Filing, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and any of the Buyers or any of their affiliates, on the other hand, shall terminate. The Company shall not, and shall cause each of its Subsidiaries and its and each of their respective officers, directors, employees a...
Amendment to the SPA. This Agreement is intended to amend certain terms and clarify certain deliverables under the SPA. Any terms in the SPA not addressed in this Agreement shall remain unchanged pursuant to the SPA.
Amendment to the SPA. 1.1. The definition of “Qualified Offering” shall be replaced in its entirety with (additions are bold and underlined and deletions are struck through):
Amendment to the SPA. 2.1 The table headed “Particulars of the Subsidiary” set out at Part 2 of Schedule 2 of the SPA shall be amended such that:
