Sections 5 Sample Clauses

Sections 5. A3.b.1 and 5.A.3.b.2 shall not apply to Disability Retirements

Sections 5. 4(a) and (b) shall not apply to any payment if and to the maximum extent that that such payment would be a payment under a separation pay plan following an “involuntary separation from service” (as defined in Treasury Regulation Section 1.409A-1(n)) that does not provide for a deferral of compensation by reason of the application of Treasury Regulation Section 1.409A-1(b)(9)(iii). For the avoidance of doubt, the parties agree that this Section 5.7(c) shall be interpreted so that Employee will receive payments during the six (6) month period specified in Section 5.2(a) to the maximum amount permitted by Treasury Regulation Section 1.409A-1(b)(9)(iii).

Sections 5. 5 and 5.6 of the Existing Credit Agreement are hereby amended and restated in their entirety to read as follows:

Sections 5. (b) and 5.(c) are amended by deleting those sections in their entirety and substituting in the place thereof the following: (b) In the event that Actual EBT (as hereinafter defined) for the full fiscal year ending June 30, 1997 or the full fiscal year ending June 30, 1998, equals or exceeds the Target EBT (as hereinafter defined) for such fiscal year, then, as of the August 1 next following the last day of such fiscal year, you shall become entitled (subject to the calculation of Actual EBT for such fiscal year by the Board of Directors of the Company as provided in Section 5(d) below) to exercise the Option with respect to 25% of the Tranche B Option Shares (rounded to the nearest whole share) until the Option expires and terminates pursuant to Section 2 hereof. In the event that Actual FDEPS (as hereinafter defined) for any full fiscal year beginning with the fiscal year ending June 30, 1999, equals or exceeds the Target FDEPS (as hereinafter defined) for such fiscal year, then, as of the August 1 next following the last day of such fiscal year, you shall become entitled (subject to the calculation of Actual FDEPS for such fiscal year by the Board of Directors of the Company as provided in Section 5(d) below) to exercise the Option with respect to 25% of the Tranche B Option Shares (rounded to the nearest whole share) until the Option expires and terminates pursuant to Section 2 hereof. (c) In the event that (i) Actual FDEPS (as hereinafter defined) for any of the full fiscal years ending June 30, 1997, 1998 and 1999 (the "Shortfall Year") is less than the Target FDEPS for such year, and (ii) the sum of (x) Actual FDEPS for the Shortfall Year, plus (y) Actual FDEPS for the immediately succeeding fiscal year (the "Make-up Year") equals or exceeds the sum of the Target FDEPS for the Shortfall Year and the Make-up Year combined, then, as of the September 1 next following the last day of the Make-up Year, you shall become entitled (subject to the calculation of Actual FDEPS for the Make-up Year by the Board of Directors of the Company as provided in Section 5(d) hereof) to exercise the Option with respect to 25% of the Tranche B Option Shares (rounded to the nearest whole share) until the Option expires and terminates pursuant to Section 2 hereof. Your right to exercise the Option with respect to any Tranche B Option Shares pursuant to this Section 5(c) shall be in addition to your right to exercise the Option with respect to the Make-up Year as provided in ...

Sections 5. 8 and 5.9 of the Pari Passu Intercreditor Agreement are hereby incorporated herein by reference.

Sections 5. A through 5.E.

Sections 5. 2(a), (b) and (c) shall be amended and restated as follows:

Sections 5. 1 and 5.2 of the Agreement are hereby deleted in their entirety and replaced with the following provisions:

Sections 5. 1(A) and (B) of the Loan Agreement are amended to read as follows:

Sections 5. 6(a) and 5.6(b) of the Credit Agreement are hereby deleted in their entirety and the following is substituted in lieu thereof: