EXHIBIT 10.40 AMENDMENT AND WAIVER AGREEMENT ------------------------------ This Amendment and Waiver Agreement (the "Agreement") is dated as of August 17, 2007 and is executed by and among Intraop Medical Corporation, a Nevada corporation (the...Amendment and Waiver Agreement • August 23rd, 2007 • Intraop Medical Corp • Surgical & medical instruments & apparatus • New York
Execution Version AMENDMENT AND WAIVER AGREEMENT This Amendment and Waiver Agreement (this “Agreement”) is entered into as of the 22nd day of November, 2023, by and between Fisker Inc., a Delaware corporation (the “Company”) and the investor signatory...Amendment and Waiver Agreement • April 23rd, 2024 • Fisker Inc./De • Motor vehicles & passenger car bodies
EX-4.5F 2 dex45f.htm AMENDMENT AND WAIVER AGREEMENT AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • May 5th, 2020 • New York
AMENDMENT AND WAIVER AGREEMENT, dated as of November 10, 2009 (this “Agreement”) among JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), JPI COMMERCIAL, LLC, a Delaware limited liability company (the “Borrower”), the other Credit Parties party hereto, the Purchasers party hereto, and LB I GROUP INC., as a Purchaser and as the collateral agent (in such capacity, the “Collateral Agent”) under that certain Loan Agreement (as defined below).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • December 4th, 2009 • Amarin Corp Plc\uk • Pharmaceutical preparations
Certain portions of this Exhibit have been omitted pursuant to a request for “Confidential Treatment” under Rule 24b-2 of the Securities and Exchange Commission. Such portions have been redacted and bracketed in the request and appear as [*] in the text of this Exhibit. The omitted confidential information has been filed with the Securities and Exchange Commission.
EX-10.2 3 dex102.htm AMENDMENT AND WAIVER AGREEMENT Execution Version FIRST SHURGARD SPRL and its subsidiaries FIRST SHURGARD FINANCE SARL as Luxco Borrower FIRST SHURGARD DEUTSCHLAND GMBH as German Borrower SOCIÉTÉ GÉNÉRALE as Mandated Lead Arranger...Amendment and Waiver Agreement • May 5th, 2020
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • June 29th, 2007 • Cemex Sa De Cv • Cement, hydraulic • New York
THIS AMENDMENT AND WAIVER AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 1, 2006, is entered into between CEMEX, S.A.B. DE C.V., a sociedad anónima bursátil de capital variable organized under the laws of the United Mexican States (“Mexico”) (formerly CEMEX, S.A. de C.V.) (the “Borrower”), Cemex México, S.A. de C.V., a sociedad anónima de capital variable organized under the laws of Mexico and Empresas Tolteca de México, S.A. de C.V., a sociedad anónima de capital variable organized under the laws of Mexico (each a “Guarantor” and collectively the “Guarantors”) and ING CAPITAL LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) acting on the instructions of the Required Lenders for and on behalf of the Lenders party to the Credit Agreement (as defined below).
1 EXHIBIT 2.2 AMENDMENT AND WAIVER AGREEMENT AMENDMENT AND WAIVER AGREEMENT dated as of December 26, 1996 (the "Amendment Agreement") among Gateway Healthcare Corporation, a Virginia corporation (the "Company"); the stockholders of the Company listed...Amendment and Waiver Agreement • January 9th, 1997 • Gulf South Medical Supply Inc • Wholesale-medical, dental & hospital equipment & supplies • Delaware
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • April 11th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • Delaware
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2005, by and among Spectrum Sciences & Software Holdings Corp., a Delaware corporation (“Buyer”), Horne Acquisition LLC, a Virginia limited liability company and wholly owned subsidiary of Buyer (“Acquisition LLC”), Horne Engineering Services, Inc., a Virginia corporation (the “Company”), and Darryl K. Horne (“Horne”), Charlene M. Horne and Michael Megless (“Megless”), the shareholders of the Company (collectively, the “Shareholders”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • October 3rd, 2016 • Altisource Residential Corp • Real estate
This Amendment and Waiver Agreement (“Amendment and Waiver Agreement”) is dated as of September 30, 2016 (the “Effective Date”) by and between ALTISOURCE SOLUTIONS S.À R.L., a Luxembourg private limited liability company (“Altisource”) and ALTISOURCE RESIDENTIAL CORPORATION, a Maryland corporation (“Residential”, and together with Altisource, the “Parties” and each individually, a “Party”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • July 19th, 2010 • China Architectural Engineering, Inc. • Services-engineering services
This Amendment and Waiver Agreement (the “Agreement”) is made and entered into as of July 13th, 2010 (the “Effective Date”), by and among China Architectural Engineering, Inc., a Delaware corporation (the “Company”); The Royal Bank of Scotland N.V., London Branch (formerly ABN AMRO Bank N.V., London Branch) (“RBS N.V.”); CITIC Capital China Mezzanine Fund Limited (formerly known as “CITIC Allco Investments Limited.”) (“CITIC,” and together with RBS N.V., the “Bondholders”); The Royal Bank of Scotland (China) Co. Ltd. Shenzhen Branch (formerly ABN AMRO Bank (China) Co., Ltd., Shenzhen Branch) (the “Overdraft Lender” and together with RBS N.V. and CITIC, the “Creditors”); Mr. Ken Luo, an individual; Mr. Jun Tang, an individual; KGE Group Limited, a company organized under the laws of Hong Kong (“KGE Group”); and First Jet Investments Limited, a company organized under the laws of the British Virgin Islands (“First Jet”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • March 18th, 2004 • Icm Asset Management Inc/Wa • Washington
THIS AMENDMENT AND WAIVER AGREEMENT (this "Agreement") is entered into as of August 6, 2003 between AURA SYSTEMS, INC., a Delaware corporation (the "Company"), and KOYAH LEVERAGE PARTNERS, L.P. and KOYAH PARTNERS, L.P. each a Delaware limited partnership (collectively the "Lenders").
ContractAmendment and Waiver Agreement • May 5th, 2020
EX-99.(B)(1)(G) 3 ex99-b1g.htm AMENDMENT AND WAIVER AGREEMENT (FINAL) Exhibit (b)(1)(G) EXECUTION COPY AMENDMENT AND WAIVER AGREEMENT THIS AMENDMENT AND WAIVER AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 1, 2006, is entered into between CEMEX, S.A.B. DE C.V., a sociedad anónima bursátil de capital variable organized under the laws of the United Mexican States (“Mexico”) (formerly CEMEX, S.A. de C.V.) (the “Borrower”), Cemex México, S.A. de C.V., a sociedad anónima de capital variable organized under the laws of Mexico and Empresas Tolteca de México, S.A. de C.V., a sociedad anónima de capital variable organized under the laws of Mexico (each a “Guarantor” and collectively the “Guarantors”) and ING CAPITAL LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) acting on the instructions of the Required Lenders for and on behalf of the Lenders party to the Credit Agreement (as de
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • November 26th, 2010 • Youblast Global, Inc. • Miscellaneous publishing • Texas
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement ”), dated as of November 18, 2010, is made and entered into by and among YouBlast Global, Inc. (f/k/a Sahara Media Holdings, Inc.), a Delaware corporation (the “Company”), and John Thomas Bridge & Opportunity Fund, LP, and John Thomas Bridge & Opportunity Fund II, LP (each, a “Holder” and, collectively, the “Holders”).
ContractAmendment and Waiver Agreement • August 20th, 2018 • RMG Networks Holding Corp • Services-business services, nec
THIS FIRST AMENDMENT AND WAIVER AGREEMENT (this “Amendment’’), dated August 18, 2018 (“Amendment Date”) is entered into by and among SCG Digital Financing, LLC, a Delaware limited liability company (“Lender”), and RMG Networks, Inc., a Delaware corporation, RMG Networks Holding Corporation, a Delaware corporation, RMG Enterprise Solutions, Inc., a Delaware corporation, RMG Networks Limited, a corporation formed under the laws of the United Kingdom, and RMG Networks Middle East, LLC, a Nevada limited liability company (collectively, “Borrower”). Unless otherwise defined herein, defined terms have the meaning set forth in that certain Subordinated Loan and Security Agreement dated April 2, 2018 between the parties hereto (as amended hereby, the “Loan Agreement”).
EXECUTION COPY AMENDMENT AND WAIVER AGREEMENT NO.2 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Amendment and Waiver Agreement No.2, (this "Agreement") dated as of June 19, 1998 to the Amended and Restated Revolving Credit Agreement dated as of...Amendment and Waiver Agreement • October 27th, 1998 • Jitney Jungle Stores of America Inc /Mi/ • Retail-grocery stores • New York
Amendment and WAIVER AgreementAmendment and Waiver Agreement • February 9th, 2023 • SRAX, Inc. • Services-advertising agencies • New York
This AMENDMENT AND WAIVER AGREEMENT (the “Agreement”) dated as of February 2, 2023 is entered into by and between SRAX, Inc., a Delaware Corporation (the “Company”) and the entities identified on the signature pages hereto (each, a “Holder” and, collectively, the “Holders”).
LAURUS MASTER FUND, LTD. VALENS U.S. SPV I, LLC VALENS OFFSHORE SPV I, LTD.Amendment and Waiver Agreement • April 14th, 2008 • Modtech Holdings Inc • Prefabricated wood bldgs & components • New York
Reference is made to that certain Amendment and Waiver Agreement (the “Amendment Agreement”) dated as of the date hereof among Modtech Holdings, Inc. (the “Company”), Laurus Master Fund, Ltd. (“Laurus”), Valens U.S. SPV I, LLC (“Valens US”) and Valens Offshore SPV I, Ltd. (“Valens Offshore,” together with Laurus and Valens US, each a “Lender,” collectively, the “Lenders”); (ii) the Common Stock Warrant dated as of the date hereof by the Company in favor of Laurus for 2,537,657 shares of the Company’s common stock; (iii) the Common Stock Warrant dated as of the date hereof by the Company in favor of Valens US for 195,935 shares of the Company’s common stock; (iv) the Common Stock Warrant dated as of the date hereof by the Company in favor of Valens Offshore for 266,408 shares of the Company’s common stock (the documents listed in items (ii) through (iv) are collectively hereinafter referred to as the “Warrants”). Defined terms not otherwise defined in this letter agreement (the “Letter
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • March 9th, 2009 • Allion Healthcare Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Amendment and Waiver Agreement (“Agreement”) is made as of the 6th day of March, 2009 by and among Allion Healthcare, Inc. (“Allion”), Biomed Healthcare, Inc., Access Therapeutics, Inc., Atlas Respiratory Services, Inc., Biomed California, Inc. (“BioMed CA”), Biomed Florida, Inc., Biomed Kansas, Inc., Biomed PA, Inc., Biomed Pharmaceuticals, Inc., Biomed Texas, Inc., Access Healthcare Services, LLC, Moms Pharmacy of Brooklyn, Inc., Moms Pharmacy, Inc., Moms Pharmacy, Inc., Mail Order Meds of Florida, LLC, Oris Health, Inc., North American Home Health Supply, Inc., Medicine Made Easy and Specialty Pharmacies, Inc. (together with Allion and Biomed CA, collectively, the “Borrowers” and each individually referred to as a “Borrower”), the financial institutions listed as lenders on the signature pages hereto (collectively, the “Lenders”), and CIT Healthcare LLC, as administrative agent (“Agent”).
T3 MOTION, INC. AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • March 8th, 2013 • T3 Motion, Inc. • Motor vehicles & passenger car bodies • New York
THIS AMENDMENT AND WAIVER AGREEMENT (this “Amendment”) to (i) the Securities Purchase Agreement (the “Purchase Agreement”) dated as of November 26, 2012, by and between T3 Motion, Inc., a Delaware corporation (the “Company”) and the Purchasers, (ii) the Security Agreement (“Security Agreement”) dated as of November 26, 2012, (iii) each of the Subsidiary Guarantees dated as of November 26, 2012 (the “Subsidiary Guarantees”) and (iv) each of the Senior Secured Convertible Debentures due November 27, 2013, (the “Debentures”) is dated as of March 4, 2013, between the Company and the Purchasers. Capitalized terms used, but not defined, herein, shall have the meanings ascribed to such terms in the Purchase Agreement, as amended by this Amendment.
Amendment and Waiver AgreementAmendment and Waiver Agreement • April 14th, 2008 • Modtech Holdings Inc • Prefabricated wood bldgs & components • New York
Reference is made to (a) the Securities Purchase Agreement dated as of October 31, 2006; between Modtech Holdings, Inc. (the “Company”) and Laurus Master Fund, Ltd. (“Laurus”), as amended, modified and supplemented (the “First Purchase Agreement”); (b) the Secured Term Note dated October 31, 2006 in the original principal amount of $13,000,000 made by the Company in favor of Laurus (the “First Term Note”); (c) the Securities Purchase Agreement dated December 28, 2006 between the Company and Laurus (the “Second Purchase Agreement” and together with the First Purchase Agreement, the “Purchase Agreements”); (d) the Secured Term Note dated December 28, 2006 in the original principal amount of $5,000,000 made by the Company in favor of Laurus (the “Second Term Note” together with the First Term Note, the “Secured Term Notes”); and (e) the Related Agreements (as such term is defined in the Purchase Agreements).
Dated 5 May 2017 EUROPEAN INVESTMENT BANK as Bank INNOCOLL PHARMACEUTICALS LIMITED as Borrower and INNOCOLL HOLDINGS PLC as Guarantor AMENDMENT AND WAIVER AGREEMENT relating to a Finance Contract originally dated 27 March 2015Amendment and Waiver Agreement • May 10th, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • England and Wales
THIRD AMENDED & RESTATED AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • April 2nd, 2002 • Point West Capital Corp • Finance services • New York
THIS THIRD AMENDED & RESTATED AMENDMENT AND WAIVER AGREEMENT, dated as of November 15, 2001 (this "Agreement"), is among ALLEGIANCE FUNDING I, LLC (the "Depositor"), MANUFACTURERS AND TRADERS TRUST COMPANY (the "Trustee"), and POINT WEST CAPITAL CORPORATION (the "Servicer") and is consented to by the Certificateholders named on the signature pages hereto.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • March 14th, 2001 • Point West Capital Corp • Finance services • New York
THIS AMENDMENT AND WAIVER AGREEMENT, dated as of December 15, 2000 (this "Agreement"), is among ALLEGIANCE FUNDING I, LLC (the "Depositor"), MANUFACTURERS AND TRADERS TRUST COMPANY (the "Trustee"), POINT WEST CAPITAL CORPORATION (the "Servicer") and as consented to by the Certificateholders named on the signature pages hereto.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • August 29th, 2008 • Visual Management Systems Inc • Metal mining
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”) dated as of August 28, 2008, is entered into among Visual Management Systems, Inc, a Nevada corporation (the “Company”) and the holders of the Company’s Original Issue Discount 5% Senior Secured Convertible Debentures (individually, a “Holder” and collectively, the “Holders”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement or the Debentures (each as defined below).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • July 13th, 2012 • EcoReady Corp • Miscellaneous electrical machinery, equipment & supplies • New York
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of the 4th day of April, 2011, is made by and between EcoReady Corporation, a corporation incorporated under the laws of State of Florida (formerly known as Centracan Incorporated; the “Company”), and the subscribers identified on the signature pages hereto (the “Subscribers” and each a “Subscriber”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • May 19th, 2014 • Vycor Medical Inc • Surgical & medical instruments & apparatus
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of May 14, 2014, is made and entered into by and among Vycor Medical, Inc., a Delaware corporation (the “Company”) and the holders of certain Placement Agent Warrants (the “Warrants”) issued in connection with the Company’s private offering of securities during the period January 2, 2014-April 25, 2014 (the “Warrantholders”). Any defined term used herein but not otherwise defined shall have the meaning ascribed to such term in the Warrants.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • February 10th, 2012 • Four Rivers Bioenergy Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT AND WAIVER AGREEMENT (this “Amendment Agreement”), dated as of February 9, 2012, is entered into by and between Four Rivers BioEnergy Inc., a Nevada corporation (the “Company”) and GCP VIII, LLC (the “Holder”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Purchase Agreement and the 2011 Debenture, as defined below.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • February 22nd, 2013 • Ultra Clean Holdings Inc • Semiconductors & related devices • New York
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of February 15, 2013, is entered into by and among ULTRA CLEAN HOLDINGS, INC., a Delaware corporation (“Holdings”), ULTRA CLEAN TECHNOLOGY SYSTEMS AND SERVICE, INC., a California corporation (“UCTSS”), AMERICAN INTEGRATION TECHNOLOGIES LLC, a Delaware limited liability company (the “Acquired Business”), ULTRA CLEAN ASIA PACIFIC PTE. LTD. (company registration no. 200818110D), a private company limited by shares organized in The Republic of Singapore (the “Singapore Borrower”), the several banks and other financial institutions or entities party hereto (each a “Required Lender” and, collectively, the “Required Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SVB, as administrative agent and collateral agent for the Lenders party to the Credit Agreement referenced below (in such capacity, the “Administrative Agent”). Unless otherwise defined herein, terms defined in the Credit Agre
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • March 30th, 2009 • Cleveland Biolabs Inc • Services-commercial physical & biological research
THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of March 20, 2009, is entered into by and among Cleveland BioLabs, Inc., a Delaware corporation (the “Company”) and each of the purchasers (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”) to the Securities Purchase Agreement, dated as of February 13, 2009 (the “Purchase Agreement”). Any defined terms used herein and otherwise undefined shall have the same meaning ascribed to such terms in the Purchase Agreement.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • December 19th, 2008 • EnterConnect Inc • Services-prepackaged software • New York
AMENDMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of December ___, 2008, by and between EnterConnect Inc., a Nevada corporation with headquarters located at 100 Century Center Court, Suite 650, San Jose, California 95112-4537 (the “Company”) and ______________________ (the “Investor”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • November 20th, 2006 • Corgi International LTD • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
This Amendment and Waiver Agreement (the “Agreement”) is being entered into as of November 14, 2006 by and among Corgi International Limited, a corporation organized under the laws of Hong Kong (the “Company”), LightSaber Acquisition Corp, a Delaware corporation and wholly-owned subsidiary of the Company (“MergerSub”), and Master Replicas Inc., a Delaware corporation (“Master Replicas”), in connection with the Agreement and Plan of Merger, dated October 4, 2006, among the Company, MergerSub and Master Replicas (the “Merger Agreement”). Capitalized terms not otherwise defined in this Agreement shall have the meaning ascribed to them in the Merger Agreement.
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • February 24th, 2010 • China Architectural Engineering, Inc. • Services-engineering services
This Amendment and Waiver Agreement (the “Agreement”) is made and entered into as of February 24, 2010 (the “Effective Date”), by and among China Architectural Engineering, Inc., a Delaware corporation (the “Company”); The Royal Bank of Scotland N.V., London Branch (formerly ABN AMRO Bank N.V., London Branch) (“RBS N.V.”); CITIC Capital China Mezzanine Fund Limited (formerly known as “CITIC Allco Investments Limited.”) (“CITIC,” and together with RBS N.V., the “Bondholders”); ABN AMRO Bank (China) Co., Ltd., Shenzhen Branch (the “Overdraft Lender” and together with RBS N.V. and CITIC, the “Creditors”); Mr. Ken Luo, an individual; Mr. Jun Tang, an individual; KGE Group Limited, a company organized under the laws of Hong Kong (“KGE Group”); and First Jet Investments Limited, a company organized under the laws of the British Virgin Islands (“First Jet”).
AMENDMENT AND WAIVER AGREEMENT NO. 1 TO LOAN AGREEMENT DATED APRIL 11, 2003 between AGUAS DE PANAMA S.A. and INTERNATIONAL FINANCE CORPORATION Dated June 27, 2003Amendment and Waiver Agreement • January 7th, 2008 • Cascal B.V. • New York
This AMENDMENT AND WAIVER AGREEMENT No. 1 (this “Amendment and Waiver”), dated June 27, 2003, is made between AGUAS DE PANAMA S.A., a sociedad anónima organized and existing under the laws of the Republic of Panama (the “Borrower”) and INTERNATIONAL FINANCE CORPORATION, an international organization established by Articles of Agreement among its member countries including the Republic of Panama (“IFC”).
AMENDMENT AND WAIVER AGREEMENTAmendment and Waiver Agreement • November 20th, 2006 • Corgi International LTD • Games, toys & children's vehicles (no dolls & bicycles) • New York
This Amendment and Waiver Agreement (the "Agreement") is being entered into by and among Corgi International Limited, a corporation organized under the laws of Hong Kong (the “Company”), and certain of the entities and individuals listed on the Schedule of Purchasers (the “Purchasers”) attached as Exhibit C to that certain Note and Warrant Purchase Agreement dated April 28, 2006, by and among the Company and the Purchasers (the “Purchase Agreement”). Capitalized terms not otherwise defined in this Agreement shall have the meaning ascribed to them in the Purchase Agreement.
THIS AMENDMENT AND WAIVER AGREEMENT is made as of August 25, 2011, betweenAmendment and Waiver Agreement • August 26th, 2011 • Li3 Energy, Inc. • Miscellaneous manufacturing industries
a corporation incorporated under the laws of the Cayman Islands, and the transferee of LW Emerging Markets Natural Resources Opportunities Fund, Ltd.’s entire interest under the Original Agreement and the Notes (“Lender 1”),
