Amendments to the Original Purchase Agreement Sample Clauses

Amendments to the Original Purchase Agreement. The Borrower agrees to comply with all terms and conditions provided in the Novated Purchase Agreement. The Borrower agrees to not carry out, without the prior approval of the Banks any of the following: (i) terminate, cancel or allow the termination of the Novated Purchase Agreement or execute any agreement with Airbus that may result in the termination or cancellation of the Novated Purchase Agreement, in each case as related to the Financed Aircraft (or any portion thereof), except in such cases where such termination or cancellation is made in such circumstances that Airbus has the obligation to return the pre-delivery payments related to the Financed Aircraft and that Airbus has agreed with the Administrative Agent to carry out such returns directly to the Administrative Agent; (ii) grant its consent so that Airbus may have the possibility to assign or tranfer its rights under the Purchase Agreement (as far as it is related with the Financed Aircraft) or the Step-In Agreement; or (iii) request, allow, accept or grant consent so that any pre-delivery payment may be transferred or applied with respect to any aircraft that is not a Financed Aircraft. Additionally, the Borrower is obligated to not execute, without the prior approval of the Banks, any agreement with Airbus that may modify or amend any term of the Purchase Agreement (as far as it is related to any Financed Aircraft, or any portion thereof) that may result in: 1. the cancellation of the purchase of any Financed Aircraft, except for the currently set forth in the Purchase Agreement, with respect to the loss of any Aircraft or for any circumstance under which paid by the Banks have been reimbursed or paid to them; 2. the change in the pre-delivery payment date or amount, except when notified to the Banks at least 10 (ten) Business Days prior to such change and in the understanding that it must not exceed in any case the term set forth in Annex 1; 3. that the price of purchase of any Financed Aircraft increases in an amount that exceeds 2% (two per cent) of such purchase price; 4. that the date programmed for delivery of any Financed Aircraft be postponed or delayed for more than 180 (one hundred and eighty) days; 5. that the technical specifications of any Financed Aircraft be modified in such manner that may materially reduce the value, life or possibility of commercialization of such Financed Aircraft, except as required by applicable law; and 6. that any BFE is added to a Financed Aircraft ...
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Amendments to the Original Purchase Agreement. The Joint Obligors agree to comply and cause the Borrower to comply with all terms and conditions provided in the Purchase Agreement. The Joint Obligors agree to not carry out, and cause the Borrower to not carry out, without the prior approval of the Banks any of the following: (i) terminate, cancel or allow the termination of the Novated Purchase Agreement or execute any agreement with Airbus that may result in the termination or cancellation of the Novated Purchase Agreement, in each case as related to the Financed Aircraft (or any portion thereof), except in such cases where such termination or cancellation is made in such circumstances that Airbus has the obligation to return the pre-delivery payments related to the Financed Aircraft and that Airbus has agreed with the Administrative Agent to carry out such returns directly to the Administrative Agent; (ii) grant its consent so that Airbus may have the possibility to assign or transfer its rights under the Purchase Agreement (as far as it is related with the Financed Aircraft) or the Step-In Agreement; or (iii) request, allow, accept or grant consent so that any pre-delivery payment may be transferred or applied with respect to any aircraft that is not a Financed Aircraft. Additionally, the Joint Obligors are obligated to not execute, without the prior approval of the Banks, nor allow the Borrower to execute, any agreement with Airbus that may modify or amend any term of the Purchase Agreement (as far as it is related to any Financed Aircraft, or any portion thereof) that may result in:
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Amendments to the Original Purchase Agreement. Effective as of the Effective Date, the Original Purchase Agreement is hereby amended to reflect the changes marked in the conformed copy of the Receivables Purchase Agreement attached as Exhibit A hereto.
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Amendments to the Original Purchase Agreement 
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Related to Amendments to the Original Purchase Agreement

  • Amendments to the Purchase Agreement (a) Section 1.6 of the Purchase Agreement is hereby amended and restated in its entirety as follows:

  • Amendments to Note Purchase Agreement Subject to the satisfaction of the conditions precedent set forth herein and in reliance on the representations, warranties and covenants of the Companies set forth herein and in the Note Purchase Agreement, each party hereto hereby agrees that the Note Purchase Agreement be and hereby is, amended as follows:

  • Amendments to Purchase Agreement The parties agree that the Purchase Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

  • Amendments to the Original Agreement (a) of the Original Agreement is hereby deleted and replaced in its entirety to read as follows:

  • Amendments to the Loan Agreement The Loan Agreement is hereby amended as follows:

  • Amendment to Purchase Agreement Section 1.3 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Amendments to the Agreement Except to the extent permitted by the Investment Company Act or the rules or regulations thereunder or pursuant to exemptive relief granted by the SEC, this Agreement may be amended by the parties only if such amendment, if material, is specifically approved by the vote of a majority of the outstanding voting securities of the Portfolio (unless such approval is not required by Section 15 of the Investment Company Act as interpreted by the SEC or its staff or unless the SEC has granted an exemption from such approval requirement) and by the vote of a majority of the Independent Trustees cast in person at a meeting called for the purpose of voting on such approval. The required shareholder approval shall be effective with respect to the Portfolio if a majority of the outstanding voting securities of the Portfolio vote to approve the amendment, notwithstanding that the amendment may not have been approved by a majority of the outstanding voting securities of any other Portfolio affected by the amendment or all the Portfolios of the Trust.

  • Amendments to the Trust Agreement (a) The Sponsor may, without the approval of the Limited Shareholders, amend or supplement this Trust Agreement; provided, however, that the Limited Shareholders shall have the right to vote on any amendment (i) if expressly required under Delaware or federal law or regulations or rules of any exchange, (ii) submitted to them by the Sponsor in its sole discretion, or (iii) if it would impair the right of a Limited Shareholders to surrender baskets of Shares and receive the amount of Trust property represented. The Sponsor shall provide notice of any amendment to the Limited Shareholders setting forth the substance of the amendment and its effective date. (b) Upon amendment of this Trust Agreement, the Certificate of Trust shall also be amended, if required by the Delaware Trust Statute, to reflect such change. (c) No amendment shall be made to this Trust Agreement without the consent of the Trustee if it reasonably believes that such amendment adversely affects any of the rights, duties or liabilities of the Trustee. At the expense of the Sponsor, the Trustee shall execute and file any amendment to the Certificate of Trust if so directed by the Sponsor or if such amendment is required in the opinion of the Trustee. (d) The Trustee shall be under no obligation to execute any amendment to the Trust Agreement or to any agreement to which the Trust is a party until it has received an instruction letter from the Sponsor, in form and substance reasonably satisfactory to the Trustee (i) directing the Trustee to execute such amendment, (ii) representing and warranting to the Trustee that such execution is authorized and permitted by the terms of the Trust Agreement and (if applicable) such other agreement to which the Trust is a party and does not conflict with or violate any other agreement to which the Trust is a party and (iii) confirming that such execution and acts related thereto are covered by the indemnity provisions of the Trust Agreement in favor of the Trustee; provided that the Trustee shall in no circumstance be obligated to execute any agreement to which the Trust is a party if the Sponsor may execute such Agreement on behalf of the Trust. (e) No provision of this Trust Agreement may be amended, waived or otherwise modified orally but only by a written instrument adopted in accordance with this Section.

  • Terms of the Purchase Agreement The terms of the Purchase Agreement, including, but not limited to, the representations, warranties, covenants, agreements and indemnities relating to the Assigned Contracts are incorporated herein by this reference. The parties hereto acknowledge and agree that the representations, warranties, covenants, agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

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