Option Amendment Agreements Sample Clauses

Option Amendment Agreements. The Option Amendment Agreements executed by the Key Holders shall be in full force and effect and shall not have been revoked, rescinded, or otherwise repudiated by the respective signatories thereto.
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Option Amendment Agreements. The Company agrees to use commercially reasonable efforts to cause each of its directors, officers, employees, consultants and agents who hold Options to enter into an agreement substantially in the form of Exhibit B hereto amending the term of such Options (the "OPTION AMENDMENT AGREEMENTS"). The Company agrees to use commercially reasonable efforts to cause each of its employees who have been employed by the Company for more than ninety (90) days as of the Closing Date and who have not been granted any Options to sign a release in substantially in the form of Exhibit C hereto releasing the Company from any obligation to issue any Options to such employee in exchange for a cash payment (the "OPTION RELEASES"). Parent hereby guarantees, effective upon the Effective Time and only if the Merger occurs, the obligations of the Company under each of the Option Amendment Agreements and Option Releases. In the event that Parent elects to consummate the Merger even though Option Amendment Agreements have not been signed with respect to all Options, the Company shall use commercially reasonable efforts to cause the holders of all Options with respect to which an Option Amendment Agreement has not been executed to exercise all such Options prior to the Effective Time and shall use commercially reasonable efforts to cause such holders to enter into agreements with Parent in a form satisfactory to Parent containing representations and warranties comparable to those included in Article V hereof and similar indemnification provisions.
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Option Amendment Agreements. 37 6.10 Delivery of Financial Statements................................................................... 37 6.11 Proprietary Information and Invention Agreements................................................... 37
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Option Amendment Agreements. Qualix and its counsel shall have --------------------------- reviewed, and Octopus shall have obtained, executed agreements of holders of options to purchase Common Stock issued since January 1, 1996 which agreements effectively amend such agreements to increase the exercise price therefor and forever waive all rights to receive accelerated vesting as a result of this acquisition.
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Option Amendment Agreements. Each Person who on the date of this Agreement holds a Company Option shall have executed and delivered to Parent an Option Amendment Agreement.
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Related to Option Amendment Agreements

  • Modification; Amendment; Waiver No modification, amendment or waiver of any provisions of this Agreement shall be effective unless approved in writing by both parties. The failure at any time to enforce any of the provisions of this Agreement shall in no way be construed as a waiver of such provisions and shall not affect the right of either party thereafter to enforce each and every provision hereof in accordance with its terms.

  • Termination Amendment Waiver 49 Section 8.1 Termination.................................................. 49 Section 8.2

  • Termination Amendment and Waiver 46 7.1 Termination....................................................................................46 7.2

  • 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 April 21, 2011 (the “Amendment Agreement”). Terms defined in the Custody Agreement are used herein as therein defined.

  • Agreement Amendment If either party hereto requests to amend this agreement, it shall notify the other party in writing, and the other party shall respond within one week. All amendments of this agreement must be made in writing by both parties, and such amendments shall be deemed as inseverable parts of this agreement.

  • Termination; Amendment a. In addition to the automatic termination of this Agreement specified in Section 1.c. of this Agreement, each party to this Agreement may unilaterally cancel its participation in this Agreement by giving thirty (30) days prior written notice to the other party. In addition, each party to this Agreement may terminate this Agreement immediately by giving written notice to the other party of that other party's material breach of this Agreement. Such notice shall be deemed to have been given and to be effective on the date on which it was either delivered personally to the other party or any officer or member thereof, or was mailed postpaid or delivered to a telegraph office for transmission to the other party's designated person at the addresses shown herein or in the most recent NASD Manual. b. This Agreement shall terminate immediately upon the appointment of a Trustee under the Securities Investor Protection Act or any other act of insolvency by Dealer. c. The termination of this Agreement by any of the foregoing means shall have no effect upon transactions entered into prior to the effective date of termination and shall not relieve Dealer of its obligations, duties and indemnities specified in this Agreement. A trade placed by Dealer subsequent to its voluntary termination of this Agreement will not serve to reinstate the Agreement. Reinstatement, except in the case of a temporary suspension of Dealer, will only be effective upon written notification by Distributor. d. This Agreement is not assignable or transferable and will terminate automatically in the event of its "assignment," as defined in the Investment Company Act of 1940, as amended and the rules, regulations and interpretations thereunder. The Distributor may, however, transfer any of its duties under this Agreement to any entity that controls or is under common control with Distributor. e. This Agreement may be amended by Distributor at any time by written notice to Dealer. Dealer's placing of an order or accepting payment of any kind after the effective date and receipt of notice of such amendment shall constitute Dealer's acceptance of such amendment.

  • Modification; Amendment This Agreement may not be modified or amended except pursuant to an instrument in writing signed by the Company and each of the Purchasers.

  • Modification, Amendment and Waiver The authority of the Trustees hereunder to authorize the Trust to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 5.12 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Fund to engage, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Fund.

  • Exclusive Agreement; Amendment This Agreement supersedes all prior agreements or understandings among the parties with respect to its subject matter with respect thereto and cannot be changed or terminated orally.

  • Integration; Amendment This Agreement constitutes the entire agreement of the Parties relating to the subject matter hereof. There are no promises, terms, conditions, obligations, or warranties other than those contained herein. This Agreement supersedes all prior communications, representations, or agreements, verbal or written, among the Parties relating to the subject matter hereof. This Agreement may not be amended except in writing.

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