Amendments A Sample Clauses

Amendments A. In addition to the amendments otherwise authorized herein, amendments may be made to this Agreement from time to time by the General Partners with the Consent of the Investors; provided, however, that without the consent of the Partners or Investors to be adversely affected by the amendment, this Agreement may not be amended so as to (i) convert an Investor's interest into a General Partner's interest; (ii) modify the limited liability of an Investor; (iii) alter the interest of a Partner or Investor in Net Cash Flow, Profit or Loss, or Net Proceeds of Sale or Refinancing; (iv) increase the amount of the Capital Contributions required to be paid by the Investors; or (v) extend the termination date specified in Section 2.4, except as provided in Section 12.11B. B. In addition to the amendments otherwise authorized herein, amendments may be made to this Agreement from time to time by the General Partners, without the consent of any of the Investors, (i) to add to the duties or obligations of the General Partners or surrender any right or power granted to the General Partners herein, for the benefit of the Investors; (ii) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Agreement which will not be inconsistent with the provisions of this Agreement; (iii) to delete or add any provision of this Agreement required to be deleted or added by the Staff of the Securities and Exchange Commission or other federal agency or by a state securities commissioner or similar official and deemed by the commission, agency, commissioner, or official to be for the benefit or protection of the Investors; (iv) to take any actions necessary to cause the assets of the Fund to come within the exclusions from the definition of "plan assets" contained in Section 2550.40lb-1 of Title 29 of the Code of Federal Regulations; and (v) to give effect to any action permitted pursuant to Section 5.2; provided, however, that no amendment shall be adopted pursuant to this Section 12.2.B unless its adoption (1) is for the benefit of or not adverse to the, interests of the Investors; (2) is consistent with Section 5.2; A-38
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Amendments A. In addition to the amendments otherwise authorized herein, amendments may be made to this Agreement from time to time by the General Partner with the Majority Vote of the Investors; provided, however, that without the consent of the Partners or Investors to be
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Amendments A. Section 1.01 of the Credit Agreement is hereby amended by amending and restating the following definition in its entirety as follows: “Financial Performance Covenants” shall mean (a) as of the date hereof and until such time as the conditions set forth in paragraphs (x) and (y) of Section 6.14 have been satisfied in accordance therewith, the covenants of the Borrower set forth in Sections 6.10 and 6.11, and (b) following satisfaction of the conditions set forth in paragraphs (x) and (y) of Section 6.14, the covenants of the Borrower set forth in Section 6.14. (b) Section 1.01 of the Credit Agreement is hereby amended by adding the following definitions in alphabetical order therein: “Acquisition Period” shall mean the period elected by the Borrower, such election to be exercised by the Borrower by delivering written notice thereof to the Administrative Agent (who shall thereafter promptly notify the Lenders), commencing with the funding date of the purchase price for any Permitted Business Acquisition or Asset Acquisition hereunder and ending on the earlier of (a) the last day of the third fiscal quarter ending after such funding date, and (b) the Borrower’s election to terminate such Acquisition Period, such election to be exercised by the Borrower delivering notice thereof to the Administrative Agent (who shall thereafter promptly notify the Lenders); provided, that, once any Acquisition Period is in effect, the next Acquisition Period may not commence until the termination of such Acquisition Period then in effect. “Maximum Leverage Ratio” shall mean, (a) on any date of determination other than during an Acquisition Period, 5.00:1.00 and (b) on any date of determination during an Acquisition Period, 5.50:1.00. “Permitted Junior Debt” shall mean (a) subordinated Indebtedness issued or incurred by the Borrower or a Restricted Subsidiary, and (b) senior unsecured Indebtedness issued by the Borrower or a Restricted Subsidiary, the terms of which, in the case of each of clauses (a) and (b), (i) do not provide for a final maturity date, scheduled amortization or any other scheduled repayment, scheduled mandatory redemption or scheduled sinking fund obligation prior to the date that is 91 days after the Revolving Facility Maturity Date (provided, that the terms of such Permitted Junior Debt may require the payment of interest from time to time), (ii) do not contain covenants and events of default that, taken as a whole, are more restrictive than the covenants ...
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Amendments A. Amendments may be made to this Agreement from time to time by the Manager with only the written consent of each of the Managing Members, provided, however that each of Saracen or Rand (acting on his own behalf and not as a Saracen Member), as applicable shall have the right to consent to any amendment that shall (i) reduce Saracen's or Rand's, as applicable, Capital Accounts with respect to its Membership Units, Series A Preferred Membership Units, Percentage Interest or Series A Preferred Percentage Interest (except (A) in the case of the inclusion of additional Members in accordance with this Agreement, (B) due to a Capital Contribution(s) made by Members or New Members in accordance with this Agreement, (C) pursuant to the Contribution Agreement, or (D) pursuant to a conversion or redemption of Series A Preferred Membership Units in accordance with the Series A Terms), (ii) require Saracen or Rand, as applicable, to make any additional Capital Contribution, (iii) create any liability for Saracen or Rand, as applicable, other than the liability they have under this Agreement as of May 15, 1998, (iv) modify the rights, priority, preferences and privileges of the Series A Preferred Membership Units except as permitted pursuant to the Series A Terms, (v) adversely affect or limit in any way Saracen's or Rand's, as applicable, rights pursuant to Section 3.5, provided, however, that (A) the appointment or election of additional Committee Representatives having the right to attend and observe meetings of the Management Committee, (B) the appointment or election of additional Committee Representatives having voting, consent, approval or determination rights on the Management Committee or (C) amendments to the definition of Required Committee Approval (other than Required Committee Approval during a Preferential Distribution NonPayment) shall not be deemed to adversely affect or limit in any way Saracen's or Rand's rights pursuant to Section 3.5 provided, that such additional Committee Representatives are not appointed by, or representatives of, either Managing Member or their respective Affiliates, (vi) modify Saracen's or Rand's, as applicable, rights and/or obligations as set forth in Sections 4.2, 5.2(d), 8.2A, 13.17 and this Section 12.1, (vii) modify the definitions of Target Territory and/or Hub Target Market only by reducing the size of the Target Territory and/or Hub Target Market, as applicable, (viii) adversely affect Saracen's rights under Articles V...
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Amendments A. This Agreement may be amended in whole or in part without further consideration upon mutual written consent of AVIATION and AIRLINE. Section 18.28
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Amendments A. Section 1.01 of the Credit Agreement is ---------- ------------ hereby amended by inserting the following new definitions in a1phabetical order as appropriate:
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Amendments A. Section 1.
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Related to Amendments A

  • Amendments, Etc No amendment or waiver of any provision of this Agreement or any other Loan Document, and no consent to any departure by the Borrower or any other Loan Party therefrom, shall be effective unless in writing signed by the Required Lenders and the Borrower or the applicable Loan Party, as the case may be, and acknowledged by the Administrative Agent, and each such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such amendment, waiver or consent shall:

  • Amendments; Assignments A. Except as provided to the contrary herein, this Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the formality of this Agreement.

  • Supplements, Amendments and Waivers This Agreement may be supplemented or amended only by a subsequent writing signed by each of the parties hereto (or their successors or permitted assigns), and any provision hereof may be waived only by a written instrument signed by the party charged therewith.

  • Amendments and Supplements The Company shall prepare and file with the Commission such amendments, including post-effective amendments, and supplements to such Registration Statement and the prospectus used in connection therewith as may be necessary to keep such Registration Statement effective and in compliance with the provisions of the Securities Act until all Registrable Securities and other securities covered by such Registration Statement have been disposed of in accordance with the intended method(s) of distribution set forth in such Registration Statement or such securities have been withdrawn.

  • Amendments Generally This Declaration of Trust may be restated and/or amended at any time by an instrument in writing signed by not less than a majority of the Board of Trustees and, to the extent required by this Declaration of Trust, the 1940 Act or the requirements of any securities exchange on which Shares are listed for trading, by approval of such amendment by the Shareholders in accordance with Article III, Section 6 hereof and Article V hereof. Any such restatement and/or amendment hereto shall be effective immediately upon execution and approval or upon such future date and time as may be stated therein. The Certificate of Trust shall be restated and/or amended at any time by the Board of Trustees, without Shareholder approval, to correct any inaccuracy contained therein. Any such restatement and/or amendment of the Certificate of Trust shall be executed by at least one (1) Trustee and shall be effective immediately upon its filing with the office of the Secretary of State of the State of Delaware or upon such future date as may be stated therein.

  • Amendments and Waiver No modification of or amendment to this Agreement shall be valid or binding unless set forth in writing and duly executed by both of the parties hereto and no waiver of any breach of any term or provision of this Agreement shall be effective or binding unless made in writing and signed by the party purporting to give the same and, unless otherwise provided, shall be limited to the specific breach waived.

  • Amendments, Supplements, Etc This Agreement may be amended or supplemented at any time by additional written agreements as may mutually be determined by Purchaser and Seller to be necessary, desirable or expedient to further the purposes of this Agreement, or to clarify the intention of the parties hereto.

  • Amendments and Consents This Agreement may be modified or amended only by the Member.

  • Amendments; Supplements Prepare and file with the SEC such amendments and supplements to such registration statement and the prospectus used in connection therewith as may be (i) reasonably requested by any Selling Holder (to the extent such request relates to information relating to such Selling Holder), or (ii) necessary to keep such registration statement effective and to comply with the provisions of the Securities Act with respect to the disposition of all Registrable Securities until the earlier of (A) such time as all of such Registrable Securities have been disposed of in accordance with the intended methods of disposition set forth in such registration statement and (B) if a Form S-3 registration, the expiration of the applicable period specified in Section 2.7(a) and, if not a Form S-3 registration, the applicable period specified in Section 2.1(e)(iii); provided, that any such required period shall be extended for such number of days (x) during any period from and including the date any written notice contemplated by paragraph (f) below is given by the Company until the date on which the Company delivers to the Selling Holders the supplement or amendment contemplated by paragraph (f) below or written notice that the use of the prospectus may be resumed, as the case may be, and (y) during which the offering of Registrable Securities pursuant to such registration statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court; provided, further, that the Company shall have no obligation to a Selling Holder participating on a “piggyback” basis pursuant to Section 2.1(a) or Section 2.2 in a registration statement that has become effective to keep such registration statement effective for a period beyond 180 days from the effective date of such registration statement. The Company shall respond, as promptly as reasonably practicable, to any comments received from the SEC and request acceleration of effectiveness, as promptly as reasonably practicable, after it learns that the SEC will not review the registration statement or after it has satisfied comments received from the SEC. With respect to each Free Writing Prospectus or other materials to be included in the Disclosure Package, ensure that no Registrable Securities be sold “by means of” (as defined in Rule 159A(b) under the Securities Act) such Free Writing Prospectus or other materials without the prior written consent of the Selling Holders of the Registrable Securities covered by such registration statement, which Free Writing Prospectuses or other materials shall be subject to the review of counsel to such Selling Holders, and make all required filings of all Free Writing Prospectuses with the SEC;

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