Supplements and Modifications Sample Clauses
The "Supplements and Modifications" clause defines how changes or additions to an existing agreement are to be made and recognized as valid. Typically, this clause requires that any amendments, supplements, or modifications to the contract must be made in writing and signed by all parties involved, ensuring that informal or verbal changes are not enforceable. Its core practical function is to maintain clarity and prevent disputes by ensuring that all parties have a clear, documented record of any changes to the original agreement.
Supplements and Modifications. This Financing Agreement shall not be amended, supplemented or modified except by a written instrument executed by the Authority and the School District and, if such amendment occurs after the issuance of the Authority Bonds, upon compliance with the provisions of Section 7.10 of the Master Resolution.
Supplements and Modifications. With respect to the Request Registration contemplated by this Supplemental Instrument, the Registration Rights Instrument is hereby supplemented, modified and superseded as follows:
(a) Pursuant to Section 1(c) of the Registration Rights Instrument, the Company hereby determines that, as contemplated by the Registration Statement, the Selling Shareholders may distribute the Designated Stock only in a firm commitment underwriting approved by the Company in the manner contemplated by Sections 1(c) and 1(f) of the Registration Rights Instrument. The Company hereby approves the form of underwriting agreements (the "Underwriting Agreements") attached hereto as Annexes B, C and D, and designates the underwriters listed therein as the Underwriters for the firm commitment underwriting.
(b) The provisions of Section 1(e) of the Registration Rights Instrument will not apply to the Request Registration.
(c) The expense reimbursement provisions of Section 2 of the Registration Rights Instrument, as supplemented, modified and superseded by the Underwriting Agreements, shall apply to the distribution of the Designated Stock.
(d) The indemnification and contribution provisions of Section 3 of the Registration Rights Instrument shall apply only to the Participating Holders in connection with the distribution of the Designated Stock in the manner contemplated by the Registration Statement. The indemnification and contribution provisions of Section 3 of the Registration Rights Instrument shall not apply to any Underwriter, selling agent or other securities professional participating in the disposition of the Designated Stock.
(e) Each Participating Holder shall provide indemnification and contribution to the Company as provided in Sections 3(b) and 3(d) of the Registration Rights Instrument.
(f) Section 3(a) of the Registration Rights Instrument is hereby amended and supplemented by adding the words "preliminary prospectus or" immediately after the word "or" and immediately prior to the word "Prospectus" in the first proviso thereto.
(g) Section 3(b) of the Registration Rights Instrument is hereby amended and supplemented by adding the words "preliminary prospectus or" immediately after the word "any" and immediately prior to the word "Prospectus" in clause (i) thereof.
Supplements and Modifications. Buyer and Seller acknowledge that this Master Order Agreement does not, as of the date hereof, fully and finally determine all of the terms of the rights, obligations and liabilities of Seller and that, notwithstanding the absence of all of such terms, Seller and Rockwell intend to make a contract hereby and intend to be bound by the terms hereof (including those yet to be determined). With respect to such terms which are not yet fully determined, Rockwell shall, from time to time, from and after the execution and delivery of this Master Order Agreement, specify such terms by notice given by Rockwell to Seller pursuant to this Master Order Agreement, and all such terms shall be binding upon Seller. Such specification of terms shall be made by Rockwell in its sole discretion, exercised in good faith and in a commercially reasonable manner. With respect to the commercial reasonableness of any such specific term, Seller acknowledges that the market for the sale of new commercial jet transport is extremely competitive and requires from manufacturers and suppliers the commitment of very substantial resources and may require the expenditure of substantial resources, and will likely require extraordinary effort. Accordingly, any specification of terms hereof by Rockwell, as provided for above, shall not be deemed to be commercially unreasonable solely because such term requires Seller to expend substantial sums or to undertake extraordinary efforts to meet the program requirements specified by Rockwell. By way of example, and not as a limitation of the foregoing, Seller may be required in order to support program requirements to increase its production rate to keep pace with Rockwell's development or production schedule for program airplanes and derivatives as determined by Rockwell from time to time with reference to actual and anticipated market demand for program airplanes and derivatives. Without limiting the foregoing, nothing in this Paragraph 18 is intended by the parties to affect the provisions of Clause 12 or 13 of, or any provisions contained in, this Master Order Agreement or the rights or obligations of either party with respect to any adjustment or change to, or the payment of, prices, whether or not arising from the further determination of the terms of this Master Order Agreement or the expenditure of substantial sums or the undertaking of extraordinary efforts by the Seller.
Supplements and Modifications. 15. 1 The matters uncovered in this contract shall be determined by the supplement contract by each of parties through negotiation. The supplement contract shall hold equal legal force with this contract.
Supplements and Modifications. Not Applicable.
Supplements and Modifications. With respect to the Request Registration contemplated by this Supplemental Instrument, the Registration Rights Instrument is hereby supplemented, modified and superseded as follows:
(a) The expense reimbursement provisions of Section 2 of the Registration Rights Instrument shall apply to the resale of the Shares by GS&Co.
(b) The indemnification and contribution provisions of Section 3 of the Registration Rights Instrument shall apply to the Participating Holders and to GS&Co. as an Underwriter.
(c) No Participating Holder shall be obligated to provide indemnification or contribution to the Company as provided in Sections 3(b) and 3(d) of the Registration Rights Instrument; and no Participating Holder has provided any information to the Company for use in the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement thereto.
(d) The provisions of Section 1 of the Registration Rights Instrument shall not impose or be deemed to impose any obligations on the Company or any Participating Holder. Each Participating Holder shall be entitled to the benefits of Sections 2 and 3 of the Registration Rights Instrument, as supplemented, modified and superseded by this Supplemental Instrument.