FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT Sample Clauses

FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT. THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT is entered into as of this 23rd day of August, 2007 (this "Amendment"), by and among HSW INTERNATIONAL, INC., a Delaware corporation (the "Company"), and the Persons listed on Schedule I (collectively, the "Purchasers").
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FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT. This First Amendment is made and dated as of October 31, 1995 by and between BEA Systems, a Delaware corporation (formerly known as, BEA Enterprises, Inc.) (the "Company") and Warburg, Xxxxxx Ventures, L.P., a Delaware limited partnership (the "Purchaser") with respect to that certain Stock Purchase Agreement dated September 28, 1995 between the Company and Purchaser (the "Agreement") regarding the following facts:
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FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT. This First Amendment to Stock Purchase Agreement (this “Amendment”) is made and entered into as of November 30, 2012, by and among ASTEC INDUSTRIES, INC., a Tennessee corporation (“Seller”), AMERICAN AUGERS, INC., a Delaware corporation (the “Company”), and THE XXXXXXX MACHINE WORKS, INC., an Oklahoma corporation (“Buyer”).
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FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT. FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”), dated as of May 5, 2005, by and among Compression Polymers Holdings LLC, a Delaware limited liability company (the “Seller”), Compression Polymers Holding II LP, a Delaware limited partnership (“Purchaser”), Vycom Corp., a Delaware corporation (“Vycom”), Compression Polymers Corp., a Delaware corporation (“CPC”) and CPCapitol Acquisition Corp., a Delaware corporation (“CPCapitol”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Original Agreement (as defined below).
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FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT. THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made as of the 7th day of February, 2003, by and among SUN MACKIE, LLC, a Delaware limited liability company, MACKIE DESIGNS INC., a Washington corporation, XXXXXXX XXXXXX, on behalf of himself and as sole trustee of the Xxxxx Xxxxxx Irrevocable Trust, the Xxxxxxxx Xxxxxx Irrevocable Trust, the Xxxxxxxxx Xxxxx Irrevocable Trust, and the Xxxxxxxx Xxxxxxx Irrevocable Trust, and C. XXXXXX XXXXXXXX and XXXXXX X. XXXXXXXX, as co-trustees of the Children of Xxxxxx Xxxx Xxxxxxxx Irrevocable Trust, the Children of Xxxxx Xxxxx Xxxxx Irrevocable Trust, the Children of Xxxxxxxx Xxxx Xxxxxx Irrevocable Trust, the Xxxxxx Xxxx Xxxxxxxx Irrevocable Trust, the Xxxxx Xxxxx Xxxxx Irrevocable Trust, the Xxxxxxxx Xxxx Xxxxxx Irrevocable Trust, and the Xxxxxxxx Family Trust. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Original Agreement.
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Related to FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT

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

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities. (b) Purchaser agrees to be bound by the agreements described in Section 2(a).

  • Amendment to Rights Agreement All capitalized terms not otherwise defined in this Section 2 shall be as defined in the Rights Agreement. The Company and the undersigned agree that Section 7(b)(2) of the Rights Agreement be, and it hereby is, amended and restated to read as follows: “Subject to Section 7(b)(6) below, from and after the earlier to occur of (i) the Second Unit Closing, (ii) the Common Equity Closing and (iii) the closing of an Alternative Common Stock Financing in which the Investors exercise preemptive rights pursuant to the terms of this Agreement and, as a result, beneficially own greater than a majority of the Company’s voting stock as of such closing, the Company shall take all appropriate action to promptly establish and maintain the size of the Board at ten (10) members, five (5) of which shall be Investor Designees and nominated in accordance with the provisions of this Section 7(b). Alta Partners, Bay City Capital, NEA and Nextech, together with their respective affiliates, shall each have the right to designate one (1) such Investor Designee. Notwithstanding the foregoing, the Company’s obligation to set and maintain the size of the Board at ten (10) members and the Investors’ right to designate five (5) Investor Designees pursuant to this Section 7(b)(2) shall not be effective prior to May 1, 2010 or such later date as determined by the Majority Investors. On or prior to January 20 of each year in which the Majority Investors have rights pursuant to this Section 7(b) (assuming the Company has made a request therefor at least five (5) Trading Days prior thereto), and within five (5) Trading Days of the request by the Company in connection with the preparation of a proxy 1. statement with respect to the election of members of the Board or a vacancy created on the Board by the resignation, death or disability of an Investor Designee or the failure of an Investor Designee to be elected at a meeting of the Company at any time at which the Majority Investors have rights pursuant to this Section 7(b), each Investor shall notify the Company of the number of voting shares of the Company’s capital stock beneficially owned by such Investor as of a date within five (5) Trading Days of the delivery of such notice.”

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Amended and Restated Agreement This Agreement amends and restates, in its entirety, and replaces, the Prior Loan Agreement. This Agreement is not intended to, and does not, novate the Prior Loan Agreement and Borrower reaffirms that the existing security interest created by the Prior Loan Agreement is and remains in full force and effect.

  • AMENDMENT AGREEMENT The Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as amended from time to time, by and between each of the Entities listed in Schedule A, as amended thereto, severally and not jointly (each such entity referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of December 14, 2005 (the “Amendment Agreement”). Terms defined in the Custody Agreement are used herein as therein defined.

  • 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.

  • 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.

  • Amendment to Loan Agreement Subject to satisfaction of the conditions precedent set forth in Section 4 below, the Loan Agreement is hereby amended as follows:

  • Amendment to Security Agreement The Security Agreement is hereby amended by deleting the definition of “Obligations” in Section 1 thereof and replacing it with the following: