Amendments to the Restructuring Agreement Sample Clauses

Amendments to the Restructuring Agreement. The Restructuring Agreement is, effective as of the Fifth Amendment Effective Date, hereby amended as follows: (a) Section 1.2 (Credit Facility Payment) is deleted in its entirety. (b) Section 3.5 (Mandatory Prepayment) is deleted in its entirety. (c) Section 5.1 (Optional Prepayment of Notes) is amended by inserting at the end of such section the words "The amount of each principal prepayment of the Notes shall be applied to reduce the then remaining installments of the Notes in a reverse order of maturity of such outstanding installments.".
Sample 1
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Amendments to the Restructuring Agreement. Upon the terms and conditions set forth herein, the parties hereto hereby agree to amend the Restructuring Agreement pursuant to Section 9.8 of the Restructuring Agreement as set forth on Schedule A hereto. For the avoidance of doubt, by Section 7.7(a) of the Restructuring Agreement, the Ad Hoc Committee was irrevocably and unconditionally designated by each of the Consenting Noteholders (other than Consenting Noteholders themselves Ad Hoc Committee members) as their representatives and to act for and represent the Consenting Noteholders with respect to all matters arising out of, or related to, the Restructuring Agreement.
Sample 1
Amendments to the Restructuring Agreement. Effective immediately after the Purchaser’s acquisition of the production payment from the Schnacks as provided for in Section 2.3 above, Section 1.2.4 of the Restructuring Agreement, a copy of which is attached hereto as Schedule 2.4, shall be amended to delete and replace Section 1.2.4 in its entirety and replace it with the following provisions:
Sample 1
Amendments to the Restructuring Agreement. The Restructuring Agreement is, effective as of the date hereof and subject to the satisfaction (or due waiver) of the conditions set forth in Section 3 (Conditions to the Continued Effectiveness of this Third Amendment) hereof, hereby amended as follows: (a) The Recitals are amended by inserting immediately before Section 1 the following sentence: "Capitalized terms used herein and not otherwise defined have the meaning specified in Section 11." (b) Section 1.2 (Credit Facility Payment) is amended by (i) substituting for number "500,000" provided therein with the number "250,000", (ii) inserting immediately after the sum "$250,000" the words "either (i)", and
Sample 1
Amendments to the Restructuring Agreement. Section 1.1 Clauses (a)(1)–(3) of Section 5.03 of the Restructuring Support Agreement are hereby amended and restated in their entirety to read as follows: (a) “support and cooperate with the Consenting Creditors and take all actions that are necessary or reasonably requested by the Consenting Creditors to consummate the Restructuring in accordance with the Plan and the terms and conditions of this Agreement, including by implementing the Restructuring in accordance with each of the milestones set forth in this Section 5.03 (the “Milestones”), which may be extended only with the express prior written consent of the Required Consenting Creditors: (1) within 14 days after the Agreement Effective Date, file with the Bankruptcy Court (i) the Plan, the Disclosure Statement, the Plan Solicitation Materials, and the motion to approve the Disclosure Statement and (ii) a motion seeking entry of the Approval Order; (2) obtain entry of the Approval Order on or before November 21, 2016; (3) obtain entry of an order approving the adequacy of the Disclosure Statement, the Plan Solicitation Materials, and the Offering Procedures (the “Disclosure Statement Order”) on or before December 9, 2016;”
Sample 1
Amendments to the Restructuring Agreement. The Restructuring Agreement is, effective as of the date hereof and subject to the satisfaction (or due waiver) of the conditions set forth in Section 3 (Conditions to the Continued Effectiveness of this Amendment) hereof, hereby amended as follows: (a) AMENDMENTS TO SECTION 6 (AFFIRMATIVE COVENANTS) (i) Section 6.2 (Financial Statements) of the Restructuring Agreement is hereby amended by: (1) deleting the "and" at the end of clause (ix); (2) removing the "(x)" in clause (x) and replacing it with "(xi)"; (3) inserting the following new clause (x) immediately following clause (ix): (x) by not later than 4:30 p.m. Eastern time, Tuesday, September 17, 2002 and continuing by the same time for each Tuesday thereafter, a detailed report in electronic form projecting the Company's consolidated cash flow for the 13 weeks following the date of such report; and".
Sample 1
Amendments to the Restructuring Agreement. The Restructuring Agreement is, effective as of the date hereof and subject to the satisfaction (or due waiver) of the conditions set forth in Section 3 (Conditions to the Continued Effectiveness of this Amendment) hereof, hereby amended as follows: (a) AMENDMENTS TO SECTION 1 (CASH PAYMENTS) (i) Section 1.2 (Credit Facility Payment) of the Restructuring Agreement is hereby amended by inserting the following text at the end thereof: "; provided, that if the Company incurs any Indebtedness after -------- December 28, 2000 under the Existing Credit Facility, the Company shall pay a one-time $100,000 fee in immediately available funds (the "FEE") to you by wire transfer to the account specified above on the earlier to occur of May 15, 2002; or the closing of $1,500,000 in aggregate principal amount of such Indebtedness; and provided, further, that if the Company is required to pay the Fee and such -------- ------- Fee is paid to you, the Credit Facility Payment shall be reduced to $400,000." (b) AMENDMENTS TO SECTION 7 (NEGATIVE COVENANTS) (i) Section 7.3(a) (Liens) of the Restructuring Agreement is hereby amended by deleting the "and" at the end of clause (iv) thereof, replacing the period at the end of clause (v) thereof with the text "; and" and inserting a new clause (vi) at the end thereof to read in its entirety as follows: (vi) Liens relating to accounts sold pursuant to the KBK Agreement." (ii) Clause (ii) of Section 7.3(b) (Limitations on Indebtedness) of the Restructuring Agreement is hereby amended and restated in its entirety to read as follows:
Sample 1
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Related to Amendments to the Restructuring Agreement

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

  • Amendments to the Purchase Agreement The parties to this Assignment hereby agree to amend the Purchase Agreement as follows: (a) The first sentence of Section 7.03(c) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “If so requested by the Purchaser, the Seller shall provide such information regarding the Seller, as servicer of the Mortgage Loans, and each Subservicer (each of the Seller and each Subservicer, for purposes of this paragraph, a “Servicer”), as is requested for the purpose of compliance with Items 1108, 1117 and 1119 of Regulation AB. (b) Section 7.03(d) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “For the purpose of satisfying the reporting obligation under the Exchange Act with respect to any class of asset-backed securities, the Seller shall (or shall cause each Subservicer to) (i) promptly notify the Purchaser, any Master Servicer and any Depositor in writing of (A) any litigation or governmental proceedings pending against the Seller, any Subservicer or any Third-Party Originator that would be material to securityholders, (B) any affiliations or relationships that develop following the closing date of a Securitization Transaction between the Seller, any Subservicer and any of the parties specified in clause (D) of paragraph (a) of this Section (and any other parties identified in writing by the requesting party) with respect to such Securitization Transaction, (C) any Event of Default under the terms of this Agreement or any Reconstitution Agreement, (D) any merger, consolidation or sale of substantially all of the assets of the Seller and (E) the Seller’s entry into an agreement with a Subcontractor to perform or assist the Seller with the performance of any of the Seller’s obligations under this Agreement or any Reconstitution Agreement, and (ii) provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.” (c) Section 7.03 (e) (ii) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “which may be appointed as a successor to the Seller or any Subservicer, the Seller shall provide to the Purchaser, and any Master Servicer at least fifteen (15) calendar days prior to the effective date of such succession or appointment,” (d) Section 7.03 (f) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “In addition to such information as the Seller, as servicer, is obligated to provide pursuant to other provisions of this Agreement, not later than ten (10) days prior to the deadline for the filing of any distribution report on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Seller or any Subservicer, the Seller or such Subservicer, as applicable, shall, to the extent the Seller or such Subservicer has knowledge, provide to the party responsible for filing such report (including, if applicable, the Master Servicer) notice of the occurrence of any of the following events along with all information, data, and materials related thereto as may be required to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below): (i) any material modifications, extensions or waivers of pool asset terms, fees, penalties or payments during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB); (ii) material breaches of pool asset representations or warranties or transaction covenants (Item 1121(a)(12) of Regulation AB); and (iii) information regarding new asset-backed securities issuances backed by the same pool assets, any pool asset changes (such as, additions, substitutions or repurchases), and any material changes in origination, underwriting or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB). (e) The following is inserted as 7.03 (g) of the Purchase Agreement: “The Seller shall provide to the Purchaser, any Master Servicer and any Depositor, evidence of the authorization of the person signing any certification or statement, copies or other evidence of Fidelity Bond Insurance and Errors and Omission Insurance policy, financial information and reports, and such other information related to the Seller or any Subservicer or the Seller or such Subservicer’s performance hereunder as may be reasonably requested by the Purchaser, any Master Servicer or any Depositor.” (f) Section 7.04 of the Purchase Agreement is hereby amended and restated in its entirety as follows: “On or before March 1 of each calendar year, commencing in 2008, the Servicer shall deliver to the Owner, any Master Servicer and any Depositor a statement of compliance addressed to the Owner, such Master Servicer and such Depositor and signed by an authorized officer of the Servicer, to the effect that (i) a review of the Servicer’s activities during the immediately preceding calendar year (or applicable portion thereof) and of its performance under this Agreement and any applicable Reconstitution Agreement during such period has been made under such officer’s supervision, and (ii) to the best of such officers’ knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement and any applicable Reconstitution Agreement in all material respects throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill any such obligation in any material respect, specifically identifying each such failure known to such officer and the nature and the status thereof. In the event that the Servicer fails to timely comply with this Section 7.04, the Depositor shall use its commercially reasonable efforts to obtain written statements or assurances from the Commission, that such failure to provide the required statement of compliance on a timely basis, and a one time additional failure by the Servicer to comply with this Section 7.04, will not result in any adverse effect on the Depositor or its affiliates with respect to any Shelf Registration on Form S-3 of the Depositor or any of its affiliates. Any costs or expenses incurred by the Depositor or the Master Servicer in obtaining such statement or assurances from the Commission shall be reimbursed to the Depositor or the Master Servicer by the Servicer. In the event that the Depositor is unable to receive any such assurances from the Commission after the use of such commercially reasonable efforts of the related year, such failure by the Servicer to comply with this Section 7.04 shall be deemed an Event of Default, automatically at such time, without notice and without any cure period, and Depositor may, in addition to whatever rights the Depositor may have under Section 8 of the Purchase Agreement and at law or equity or to damages, including injunctive relief and specific performance, terminate all the rights and obligations of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Servicer for the same, as provided in Section 11 of the Purchase Agreement. Such termination shall be considered with cause pursuant to Section 11.01 of the Purchase Agreement. This paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.” (g) Section 7.05(a)(i) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “deliver to the Purchaser and any Master Servicer a report (in form and substance reasonably satisfactory to the Purchaser and such Master Servicer) regarding the Seller’s assessment of compliance with the Servicing Criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. Such report shall be addressed to the Purchaser and signed by an authorized officer of the Seller, and shall address each of the Servicing Criteria specified on a certification substantially in the form of Exhibit 12 hereto delivered to the Purchaser concurrently with the execution of this Agreement;” (h) Section 7.05(a)(ii) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “deliver to the Purchaser and such Master Servicer a report of a registered public accounting firm reasonably acceptable to the Purchaser and any Master Servicer that attests to, and reports on, the assessment of compliance made by the Seller and delivered pursuant to the preceding paragraph. Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;” (i) Section 7.05(a)(iii) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “cause each Subservicer, and each Subcontractor determined by the Seller pursuant to Subsection 7.06(b) to be “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser and any Master Servicer an assessment of compliance and accountants’ attestation as and when provided in paragraphs (a) and (b) of this Section; and” (j) Section 7.05(a)(iv) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “deliver, and cause each Subservicer and Subcontractor described in clause (iii) above to deliver, to the Purchaser, the Master Servicer, any Depositor and any other Person that will be responsible for signing the certification (a “Sarbanes Certification”) required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act (pursuant to Section 302 of the Xxxxxxxx-Xxxxx Act of 2002) on behalf of an asset-backed issuer with respect to a Securitization Transaction a certification, signed by an appropriate officer of the Servicer, in the form attached hereto as Exhibit 11. In addition to providing the Sarbanes Certification, the Servicer shall also cooperate with the Depositor and provide such additional information as the Depositor may reasonably request with respect thereto.” (k) The first sentence of Section 7.06(a) is amended to add the Master Servicer as a party that the Seller need not seek consent from for the utilization of any Subservicer. The second sentence of Section 7.06(a) is amended to require the Seller to cause any Subservicer or Subcontractor to comply with all of the following Sections of the Purchase Agreement: Section 7.02, Section 7.03(c), (e), (f) and (g), Section 7.04, Section 7.05, Section 7.06(a) and Section 7.07. (l) The first paragraph of Section 7.06(b) is hereby amended and restated in its entirety as follows: “It shall not be necessary for the Seller to seek the consent of the Purchaser or any Master Servicer to the utilization of any Subcontractor. The Seller shall promptly upon request provide to the Purchaser and any Master Servicer a written description (in form and substance satisfactory to the Purchaser and such Master Servicer) of the role and function of each Subcontractor utilized by the Seller or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which, if any, of such Subcontractors are “participating in the servicing function” within the meaning of Item 1122 of Regulation AB, and (iii) which elements of the Servicing Criteria will be addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.”” (m) The last sentence of the second paragraph of Section 7.06(b) is amended to require the Seller to cause any Subservicer or Subcontractor to provide any assessment of compliance and attestation but also any other certifications required to delivered under Section 7.05. (n) Section 7.07(a) of the Purchase Agreement is hereby amended and restated in its entirety as follows: “The Seller shall indemnify the Purchaser, each affiliate of the Purchaser, and each of the following parties participating in a Securitization Transaction: each sponsor and issuing entity; each Person, including but not limited to, any Master Servicer, responsible for the preparation, execution or filing of any report required to be filed with the Commission with respect to such Securitization Transaction, or for execution of a certification pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction; each broker dealer acting as underwriter, placement agent or initial purchaser, each Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors, officers, employees and agents of each of the foregoing, and of the Depositor (each, an “Indemnified Party”), and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon: (o) Section 7.07(a)(ii) of the Purchase Agreement is hereby amended and restated in its entirety as follows:

  • Amendments to Merger Agreement The Merger Agreement is hereby amended as follows: 2.1 The first sentence of Section 1.1(c) of the Merger Agreement shall be amended in its entirety to read as follows:

  • Amendments to Financing Agreement Subject to the satisfaction of the conditions of this Amendment, the Financing Agreement is hereby amended as follows:

  • 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 Grant Agreement 18.1 This Grant Agreement and the Grant Letter set out the entire agreement between the parties. They replace all previous negotiations, agreements, understandings and representations between the parties, whether oral or in writing. 18.2 The Commissioner retains the right to make amendments to this Grant Agreement and/or the Grant Letter which shall only be valid if they are in writing and signed by an authorised representative of the Commissioner.

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

  • Amendments to Agreement This Agreement, or any term thereof, may be changed or waived only by written amendment signed by the party against whom enforcement of such change or waiver is sought. For special cases, the parties hereto may amend such procedures set forth herein as may be appropriate or practical under the circumstances, and Ultimus may conclusively assume that any special procedure which has been approved by the Trust does not conflict with or violate any requirements of its Declaration of Trust or then current prospectuses, or any rule, regulation or requirement of any regulatory body.

  • Amendments to the Existing Credit Agreement Upon, and subject to, the satisfaction or waiver in accordance with Section 9.02 of the Existing Credit Agreement of the conditions precedent set forth in Section 2 below, the Existing Credit Agreement is hereby amended as follows: (a) The following new definition is included in Section 1.01 of the Existing Credit Agreement in the proper alphabetical order as follows:

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

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