Amendment Contract Clauses (37,884)

Amendment. This Agreement may only be amended or modified by an instrument in writing signed by each of the parties hereto. No failure or delay on the part of either party to this Agreement in the exercise of any power or right, and no course of dealing between the parties hereto, shall operate as a waiver of such power or right, nor shall any single or partial exercise of any power or right preclude any further or other exercise thereof or the exercise of any other power or right. Any waiver of any... provision of this Agreement, and any consent to any departure by either party from the terms of any provision hereof, shall be effective only in the specific instance and for the specific purpose for which given. Nothing contained in this Agreement and no action or waiver by any party hereto shall be construed to permit any violation of any other provision of this Agreement or any other document or operate as a waiver by such party of any of his or its rights under any other provision of this Agreement or any other document. 7 11. BINDING EFFECT. This Agreement is personal to, and may not be assigned or otherwise transferred by, the Executive; however, this Agreement shall inure to the benefit of the Executive's legal representatives and heirs. This Agreement shall be binding upon, and inure to the benefit and be the obligation of Good Times, its successors or assigns. View More

Amendment. This Agreement may be modified or amended only by a supplemental written agreement signed by both the Employee and the Company following approval by the Compensation Committee.

Amendment. This Agreement may be amended or modified only by a written instrument signed by the Executive and by a duly authorized representative of the Company. 13 19. Effect on Other Plans and Agreements. An election by the Executive to resign for Good Reason under the provisions of this Agreement shall not be deemed a voluntary termination of employment by the Executive for the purpose of interpreting the provisions of any of the Company's benefit plans, programs or policies. Nothing in this Agreement... shall be construed to limit the rights of the Executive under the Company's benefit plans, programs or policies except as otherwise provided in Section 8 hereof, and except that the Executive shall have no rights to any severance benefits under any Company severance pay plan, offer letter or otherwise. In the event that the Executive is party to an agreement with the Company providing for payments or benefits under such plan or agreement and under this Agreement, the terms of this Agreement shall govern and the Executive may receive payment under this Agreement only and not both. Further, Section 5 and Section 6 of this Agreement are mutually exclusive and in no event shall the Executive be entitled to payments or benefits pursuant to both Section 5 and Section 6 of this Agreement. View More

Amendment. Except as provided in Paragraph 13 above, this Agreement may not be modified or amended except by written instrument signed by all parties hereto.

Amendment. This Agreement may be amended or modified only by a written instrument signed by the Employee and the Company's Chief Executive Officer.

Amendment. You shall report on a day-to-day basis directly to and shall be subject to the supervision and direction of, the Company's Chief Executive Officer. You shall perform your duties hereunder during normal business hours and at all other times and locations necessary for you to carry out your duties. You shall devote substantially all of your business time to the Company and shall perform such duties as are customarily performed by individuals acting as President and Chief Operating Officer of a... public company of a similar size as the Company, and other such duties as you may be assigned from time to time by the Chief Executive Officer or the Board of Directors of the Company. You shall at all times be subject to, observe and carry out such reasonable employment-related rules, regulations and policies as the Company's Board of Directors or Chief Executive Officer may from time to time establish for the Company's employees, including, without limitation, the Company's Employee Handbook, Insider Trading Policy and Code of Ethics and Business Conduct. Without limiting the foregoing, your responsibilities shall include those matters set forth on Exhibit A hereto. Without restricting any requirement that you engage in reasonable business-related travel, including travel to the Company's principal business office located in Santa Fe, NM, the principal location in which you shall be required to perform your duties and responsibilities shall be your home-based office located at 2724 Ewing Ave S., Minneapolis, MN 55416." 2.2 The Base Salary referenced in Section 3(a) of the Agreement shall be changed from $200,000 to $250,000 effective as of the Effective Date. View More

Amendment. This Agreement may not be amended or modified except by an instrument in writing signed by the Company and Executive.

Amendment. The Original Agreement is amended, effective as of the Effective Date, as follows: a.Section 2(a) of the Original Agreement is DELETED and REPLACED to read as follows: "Executive shall serve as the Strategic Business Development Consultant of the Company and shall have the normal duties, responsibilities, functions and authority customarily associated with such position and such other duties and responsibilities as may be assigned from time to time to Executive, all subject to the power and... authority of the Company's Chief Executive Officer, Board of Directors (the "Board") and the Executive Committee of the Board (the "Executive Committee") to expand or limit such duties, responsibilities, functions and authority and to overrule actions of officers of the Company." b.Section 3(b) of the Original Agreement is DELETED. c.Section 4(b)(ii) of the Original Agreement is hereby DELETED and REPLACED to read as follows: "Following any termination under paragraphs 4(a)(iv) or (v) (and despite his subsequent death), Executive (or, in the event of Executive's death, Executive's estate) shall be entitled to receive (A) immediately upon termination by the Company without Cause, or within fifteen (15) days of the date of termination by Executive for Good Reason, a lump sum payment in cash in an amount equal to Executive's accrued and unpaid Base Salary plus any authorized business expenses incurred and un-reimbursed as of the date of termination, (B) a pro rata severance ("Severance") in an amount equal to: Executive's per annum Base Salary as of the date of termination multiplied by a fraction, the numerator of which shall be the number of days remaining in the fiscal year following the date of termination and the denominator of which is 365 days, payable monthly for the remainder of such fiscal year in substantially equal payments beginning, as provided in Section 4(b)(iii), on the first regular payroll date immediately following the eighth (8th) day following the Executive's timely execution of a Release, and (C) during the period Executive receives severance, COBRA insurance benefits funded by the Company, and Executive agrees to reimburse the Company for such COBRA expenses in excess of the monthly amount the Company was paying toward Executive's Company-provided group health insurance coverage immediately prior to Executive's cessation of employment; provided, however, if the COBRA insurance coverage period expires during the severance period, then during the remainder of the severance period, the Company shall make monthly payments to Executive to subsidize Executive's health care insurance costs in an amount equal to the monthly dollar amount the Company was paying toward Executive's Company-provided group health insurance coverage immediately prior to Executive's cessation of employment. "Change of Control Event" as used herein means the occurrence of any of the following: (i) the sale, lease, transfer, conveyance or other disposition, in one or a series of related transactions, of all or substantially all of the assets of the Company to any "person" or "group" (as such terms are used in Sections 13(d)(3) and 14(d)(2) of the Exchange Act); or (ii) any person or group, becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a person shall be deemed to have "beneficial ownership" of all shares that any such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the voting stock of the Company, including by way of merger, consolidation, or otherwise."Section 2. Change of Employment. The Parties agree that the changes in Executive's employment pursuant to this Amendment will not constitute "Good Reason" under the Original Agreement and Executive consents to such modifications to the terms of his employment with the Company. Section 3. Effect on Original Agreement. On and after the Effective Date, each reference in the Original Agreement to "this letter", "hereunder", "hereof", "herein" or words of similar import shall mean and be a reference to the Original Agreement as amended hereby. Except as specifically modified by the terms of this Amendment, all of the terms, provisions, covenants, warranties and agreements contained in the Original Agreement shall remain in full force and effect and are hereby ratified. Section 4. Governing Law. This Amendment shall be construed under and shall be governed by the laws of the State of California. Section 5. Counterparts. This Amendment may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Amendment and all of which, when taken together, will be deemed to constitute one and the same agreement. View More

Amendment. Amendments and modifications of this Note may be made only in the manner provided in the Note Purchase Agreement.

Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel any unvested Target Award Restricted Shares granted under this Agreement, prospectively or retroactively; provided, that, no such amendment, shall adversely affect the Holder's material rights or vested Target Award Restricted Shares under this Agreement without the Holder's consent.