Mogul Interest Payments and Amendment of Operating Agreement Sample Clauses

Mogul Interest Payments and Amendment of Operating Agreement. Each of the Parties hereto covenants and agrees that at Closing, each of them shall they shall execute and deliver such further directions, consents or further documentation as may be necessary to: (i) transfer US$1,075,000 of the proceeds of the UHC Financing to Vesta to permit Vesta to: (i) repay Mogul US$425,000, which amount was advanced by Mogul on behalf of UHC in accordance with the terms of Clause 2(b) of the Second Agreement, as amended by this Agreement on January 12, 2010; and (ii) pay US$650,000 to Excelaron as required by Section 2(c) of the Second Agreement, as amended by Section 1.11 of this Agreement; (ii) amend the Operating Agreement to substitute Amalco in place of UHC, Mogul and Barisan therefor; (iii) amend Exhibit B of the Operating Agreement to reflect the following Membership Interests: Amalco 65% AOC 35% (iv) have Vesta (for itself and, to the extent applicable, for each of Subco and Amalco) acknowledge the potential reduction to the Mogul Interest provided in Section 4 of the Second Agreement; (v) to amend the Operating Agreement in accordance with Schedule A to the Second Agreement substituting Amalco in place of Mogul therefore or in any other manner as agreed to among AOC, Amalco, UHC and Vesta; and (vi) the Parties shall each execute and deliver the amendments to the Operating Agreement required by this Section 2.4 and as otherwise provided in this Agreement.
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Related to Mogul Interest Payments and Amendment of Operating Agreement

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  • Amending Agreement The Trustees are directed to amend the Trust Agreement or the Pension Plan to be consistent with the provisions of this Agreement. The Trustees shall have discretion in acting on claims for benefits under the plan subject to review only in accordance with the arbitrary and capricious standard.

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