Good Faith Amendment Sample Clauses

Good Faith Amendment. In the event the Company determines that the liquidation preference of the Series Seed Preferred Stock entitles the holders of the Series Seed Preferred Stock to receive an amount of the Closing Merger Consideration Shares greater than such holders would receive on as-converted to Company Common Stock basis, the Parties will work in good faith to negotiate and enter into an amendment to this Agreement with respect to the provisions hereof reflecting the payment of Merger Consideration to account for this liquidation preference.
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Related to Good Faith Amendment

  • Third Amendment The Administrative Agent shall have received multiple counterparts as requested of this Third Amendment from the Borrower and each Lender.

  • Waiver and Amendment Any provision of this Note may be amended, waived or modified upon the written consent of the Company and the Holder.

  • First Amendment The Administrative Agent shall have received multiple counterparts as requested of the this First Amendment from each Lender.

  • Second Amendment The Administrative Agent shall have received this Second Amendment, executed and delivered by the Administrative Agent, Holdings and the Borrower, and each Lender providing a term loan hereto.

  • Amendment and Waiver The provisions of this Agreement may be amended or waived only with the prior written consent of the Company and Executive, and no course of conduct or failure or delay in enforcing the provisions of this Agreement shall affect the validity, binding effect or enforceability of this Agreement.

  • Termination Waiver and Amendment 40 7.1 Termination....................................................................................40 7.2

  • Waiver and Amendments Any waiver, alteration, amendment, or modification of any of the terms of this Agreement shall be valid only if made in writing and signed by each of the parties hereto; provided, however, that any such waiver, alteration, amendment, or modification must be consented to on the Company’s behalf by the Board. No waiver by either of the parties hereto of their rights hereunder shall be deemed to constitute a waiver with respect to any subsequent occurrences or transactions hereunder unless such waiver specifically states that it is to be construed as a continuing waiver.

  • Amendment; Extension; Waiver Subject to the provisions of applicable Legal Requirements, the Parties may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Parties. At any time, any Party may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other Party, (b) waive any inaccuracies in the representations and warranties made to such Party contained herein or (c) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. Any agreement on the part of a Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such Party. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.

  • Amendment and Waivers Any term or provision of this Agreement may be amended, and the observance of any term of this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a writing signed by the party to be bound thereby. The waiver by a party of any breach hereof for default in payment of any amount due hereunder or default in the performance hereof shall not be deemed to constitute a waiver of any other default or any succeeding breach or default.

  • Amendment and Supplement Any amendment and supplement of this Agreement shall come into force only after a written agreement is signed by both parties. The amendment and supplement duly executed by both parties shall be part of this Agreement and shall have the same legal effect as this Agreement.

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