Xxxxxxx Buy-Out Agreement Sample Clauses

Xxxxxxx Buy-Out Agreement. In consideration for the receipt of an allocable portion of the Buyout Price, the Buy-Out Agreement, dated December 1, 1997, by and among FSN, Xxxxxx Xxxxx Company, Xxxxxxx Xxxx and Xxxxxxx (collectively, the "Xxxxxxx Parties"), AHG and FSN (the "Xxxxxxx Buy-Out Agreement") shall be amended (a) to terminate all rights of the Xxxxxxx Parties to receive a portion of the Escrow Funds and (b) to provide for payment of the Year 3 Run Rate Earn-Out and of the Year 2 Earn-Out and the Year 3 Earn-Out (as determined pursuant to Section 1.2(a) of this Amendment) in lieu of the Earn-Out Payments (as such term is defined in the Xxxxxxx Buy-Out Agreement).
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Xxxxxxx Buy-Out Agreement. The Xxxxxxx Buy-Out Agreement shall be amended as set forth in Section 3.8 of this Amendment.

Related to Xxxxxxx Buy-Out Agreement

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • Share Purchase Agreement 33- --------------------------------------------------------------------------------

  • Amendment to Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Transaction Agreement This Amendment shall be a Transaction Agreement, as set forth in Section 2.1 of the Framework Agreement, for all purposes.

  • Lockup Agreement The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable lockup agreements (“Lockup Agreement”) in the form annexed hereto as Xxxxxxx X0, Xxxxxxx X0 and Xxxxxxx X0, with the persons identified on Schedule 9(v) with respect to the Common Stock identified on Schedule 9(v). The Company further agrees it will not issue any shares described in Section 12(a)(v) unless the employee has delivered prior thereto an executed Lockup Agreement.

  • Amendment to the Purchase Agreement The Company, the Issuer and the Purchaser hereby agree to amend the Purchase Agreement from and after the Effective Date as follows notwithstanding any contrary provision therein:

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities.

  • Amendment of Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Post-Closing Agreement Administrative Agent shall have received an executed and delivered post-closing agreement (the “Post-Closing Agreement”) with respect to certain post-closing undertakings by the Credit Parties.

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