Amendment Contract Clauses (38,017)

Amendment. This Agreement may be amended only in the manner provided by the Company evidencing both parties' agreement to the amendment. This Agreement may also be amended, without prior notice to Grantee and without Grantee's consent before any Change in Control by the Committee if the Committee in good faith determines the amendment does not materially adversely affect any of Grantee's rights under this Agreement.4. Entire Agreement. This Agreement contains the entire agreement between Grantee and the... Company with respect to the subject matter hereof and supersedes all prior agreements or understandings between the parties relating thereto. View More

Amendment. Section 4.21(a) of the SPA is deleted in its entirety and replaced as follows: "(a) From the date hereof until the date that is thirty-six (36) months following the closing of a Qualified Offering, upon any issuance by the Company of Common Stock or Common Stock Equivalents for consideration (a "Subsequent Financing"), each Purchaser shall have the right to participate in the Subsequent Financing in an amount equal to 30% of the amount of the Subsequent Financing (excluding any over-allotment... amount) (the "Participation Maximum") on the same terms, conditions and price provided for in the Subsequent Financing." 3. Representations and Warranties. In order to induce Purchaser to enter into this Amendment, Company, for itself, and for its affiliates, successors and assigns, hereby acknowledges, represents, warrants and agrees as follows: (a) Company has full power and authority to enter into this Amendment and to incur and perform all obligations and covenants contained herein, all of which have been duly authorized by all proper and necessary action. No consent, approval, filing or registration with or notice to any governmental authority is required as a condition to the validity of this Amendment or the performance of any of the obligations of Company hereunder. (b) There is no fact known to Company or which should be known to Company which Company has not disclosed to Purchaser on or prior to the date of this Amendment which would or could materially and adversely affect the understanding of Purchaser expressed in this Amendment or any representation, warranty, or recital contained in this Amendment. (c) Except as expressly set forth in this Amendment, Company acknowledges and agrees that neither the execution and delivery of this Amendment nor any of the terms, provisions, covenants, or agreements contained in this Amendment shall in any manner release, impair, lessen, modify, waive, or otherwise affect the liability and obligations of Company under the terms of the Transaction Documents. (d) Company has no defenses, affirmative or otherwise, rights of setoff, rights of recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever against Purchaser, directly or indirectly, arising out of, based upon, or in any manner connected with, the transactions contemplated hereby, whether known or unknown, which occurred, existed, was taken, permitted, or begun prior to the execution of this Amendment and occurred, existed, was taken, permitted or begun in accordance with, pursuant to, or by virtue of any of the terms or conditions of the Transaction Documents. To the extent any such defenses, affirmative or otherwise, rights of setoff, rights of recoupment, claims, counterclaims, actions or causes of action exist or existed, such defenses, rights, claims, counterclaims, actions and causes of action are hereby waived, discharged and released. Company hereby acknowledges and agrees that the execution of this Amendment by Purchaser shall not constitute an acknowledgment of or admission by Purchaser of the existence of any claims or of liability for any matter or precedent upon which any claim or liability may be asserted. View More

Amendment. This Agreement may not be altered, amended, or modified except in writing signed by both the Executive and the Company.

Amendment. As a condition of Your engagement and a material term under this Agreement, You agree that, at any time during Your engagement, if requested by the Company, You shall sign an amendment to this Agreement which would modify the Restrictive Covenants in Section 4 of this Agreement (the "Amendment") based on changes to Your services, changes in the Company's Business, or changes in the law regarding restrictive covenants. You agree that You shall not be entitled to any additional consideration to... execute the Amendment. This Agreement may not otherwise be amended or modified except in writing signed by both Parties. View More

Amendment. This Note may be amended or modified only with the written consent of Borrower and Lender.

Amendment. 2.1The definition of Maximum Revolving Advance Amount set forth in Section 1.2 of the Credit Agreement is hereby amended and restated by the following: "Maximum Revolving Advance Amount" shall mean $50,000,000 through and including February 28, 2020, and $40,000,000 at all times thereafter. 2.2The definition of Revolving Note Maturity Date set forth in Section 1.2 of the Credit Agreement is hereby amended and restated by the following: "Revolving Note Maturity Date" shall mean September 30,... 2020. 2.3The maximum principal amount set forth in the third paragraph of the Revolving Credit Note is hereby amended from FORTY MILLION DOLLARS ($40,000,000) to FIFTY MILLION DOLLARS ($50,000,000). View More

Amendment. The Committee may amend, modify or terminate the Award and this Agreement without approval of the Grantee; provided, however, that such amendment, modification or termination shall not, without the Grantee's consent, reduce or diminish the value of this Award determined as if it had been fully vested on the date of such amendment or termination. Notwithstanding anything herein to the contrary, the Company is authorized, without Grantee's consent, to amend or interpret this Award and this... Agreement certificate to the extent necessary, if any, to comply with Section 409A of the Code and Treasury regulations and guidance with respect to such law. 3 10. Plan Controls. The terms contained in the Plan are incorporated into and made a part of this Agreement and this Agreement shall be governed by and construed in accordance with the Plan. In the event of any actual or alleged conflict between the provisions of the Plan and the provisions of this Agreement, the provisions of the Plan shall be controlling and determinative. View More

Amendment. No provision of this Agreement may be amended, waived, changed, or modified except by an agreement in writing signed by Participant and the Company, or in the case of a waiver, by the party waiving compliance.

Amendment. This Sublease may be modified only in writing, signed by the Parties in interest at the time of the modification. As long as they do not materially in Sublessee's reasonable judgment) change Sublessee's rights, duties, liabilities or obligations hereunder, Sublessee agrees to make such reasonable non-monetary modifications to this Sublease as may be reasonably required by a Lender in connection with the obtaining of normal financing or refinancing of the Premises. 8 46. Waiver of Jury Trial.... THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS SUBLEASE. View More

Amendment. (a) Total Term Loan Commitment. The definition of the term "Total Term Loan Commitment" in Section 1.1 is hereby amended to provided that the term means the aggregate amount of the Term Loan Commitments as of the date of this Amendment No. 5 which is $7,950,000. (b) Borrowings. Section 2.2 is hereby amended by revising Section 2.2(c) to read in its entirety as follows: (c) Delayed Draw and Expansion Loans. During the Availability Period, subject to the satisfaction of the conditions set forth... in Article IV, additional Term Loans in the aggregate principal amount of $1,000,000 ("Delayed-Draw Loans") and, after the Delayed-Draw Loans have been fully funded, Expansion Loans in the aggregate principal amount of $4,950,000 may be borrowed during the Availability Period. All Delayed-Draw Loans and Expansion Loans shall be made pursuant to a Borrowing Certificate delivered to the Administrative Agent pursuant to Section 2.2(a). (c) Collateral. The Credit Parties will as promptly as practicable deliver a copy, executed by Fifth Third Bank, National Association (the "Depository Bank"), of the Amendment to Deposit Account Control Agreement by and among certain of the Credit Parties (including AGMI), the Administrative Agent and the Depository Bank heretofore executed by the applicable Credit Parties and the Administrative Agent. View More