Amendment Contract Clauses (37,884)

Amendment. The Security Agreement is hereby amended as follows: (a) Secured Party. The definition of "Secured Party" in the Security Agreement is hereby amended and restated to mean "BMO Harris Bank N.A., a national banking association." (b) Credit Agreement. The definition of "Credit Agreement" in the Security Agreement is hereby amended and restated to mean "the Credit Agreement, dated as of June 29, 2018, by and between the Secured Party and the Debtor, Borrower, as the same may hereafter be amended,... restated, supplemented or otherwise modified." (c) Notice Address. The notice address for the Secured Party contained in Section 12(b) of the Security Agreement is hereby amended and restated as follows: "to the Secured Party at: BMO Harris Bank N.A. 777 North Water Street Milwaukee, Wisconsin 53202 Attention: Mark Czarnecki, SVP Telephone: 414-765-7920 Email: [email protected]" 3. No Termination. The parties hereto acknowledge and agree that notwithstanding any terms or conditions contained in the Security Agreement to the contrary, neither this Assignment, nor any other assignment, amendment or restatement of any other Loan Document (as defined in the 2016 Credit Agreement), shall trigger a termination of the Security Agreement. View More

Amendment. Except as provided herein, this Agreement may not be amended or otherwise modified unless evidenced in writing and signed by the Company and Grantee, and as approved by the Committee or its delegate. Committee. Notwithstanding any provision in this Agreement to the contrary, including Section 14, 11, an amendment to the Plan that would materially and adversely affect Grantee's rights with respect to the award of Restricted Stock Deferred Shares granted hereunder will not be effective with... respect to such award. View More

Amendment. The Agreement is hereby amended by adding after section 3(b) the following new replacing section 3(c) and by renumbering existing sections 3(c) and 3(d) as sections 3(d) and 3(e), respectively:"(c) with the following: "(c) Termination or Incapacity. The Restricted Stock shall fully vest upon the failure of a director to receive the required votes to be elected under the Company's bylaws in a contested election or upon the acceptance by the Board of the Participant's resignation either (i)... following the failure to receive a majority of "for" votes in an election in which the Participant has been nominated for election, or (ii) due to a Disability"1. Miscellaneous. Except as expressly set forth herein, all terms and provisions contained in the Agreement shall remain in full force and effect and are hereby ratified and confirmed. The provisions of this Amendment shall be binding upon, and shall inure to the benefit of, the successors and assigns of the Company and the Participant, respectively. This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware. Fax, electronic or email copies of this Amendment, including the signature pages hereto, shall constitute originals for all purposes. View More

Amendment. The Committee reserves the right at any time to amend the terms and conditions set forth in this Agreement, except that the Committee shall not make any amendment or revision in a manner unfavorable to you (other than if immaterial), without your consent. No consent shall be required for amendments made pursuant to Section 12 of the Plan, except that, for purposes of Section 19 of the Plan, Section 4 6 and Annex 1 Appendix 2 of this Agreement are deemed to be "terms of an Award Agreement... expressly refer[ring] referring to an Adjustment Event." Any amendment of this Agreement shall be in writing and signed by an authorized member of the Committee or a person or persons designated by the Committee. View More

Amendment. This Agreement may not be changed orally but only by an agreement in writing agreed to and signed by all Parties; provided, however, that the Company may, with prospective or retroactive effect, amend this Agreement at any time (to the extent Executive is not adversely affected by such amendment), if determined to be necessary, appropriate or advisable in response to administrative guidance issued under Section 409A of the Internal Revenue Code of 1986, as amended (the "Code") or to comply with... the provisions of Section 409A of the Code.24. Assignment; Successors. In the event of a Change in Control (as such term is defined in the LTIP, FINV and the Company shall ensure that any successor of FINV or the Company agrees to discharge and perform all the promises, covenants, duties, and obligations of FINV and the Company hereunder. Code. View More

Amendment. The Committee may, in its sole discretion, at any time and from time to time, alter or amend this Agreement and the terms and conditions of the unvested portion of the Restricted Stock Units any Option (but not any portion of the Restricted Stock Units that has previously vested) granted vested Options) in whole or in part, including without limitation, amending the criteria for vesting and exercisability set forth in Section 1 hereof and ‎2 hereof, substituting alternative vesting criteria; and exercisability criteria and imposing certain blackout periods on Options; provided that such alteration, amendment, suspension or termination shall not adversely alter or impair the rights of the Participant under the Restricted Stock Units Option without the Participant's consent. The Company shall give written notice to the Participant of any such alteration or amendment of this Agreement as promptly as practicable after the adoption thereof. This Agreement may also be amended by a writing signed by both the Company and the Participant. View More

Amendment. Neither this Agreement nor any term hereof may be amended, waived, discharged or terminated, except by a written instrument signed by the Guarantor Borrower and the Agent.

Amendment. None of the provisions of this Secured Note may be amended except pursuant to a written agreement signed by the Borrower and the Holder.13. Severability. If any term or provision of this Secured Note shall be deemed prohibited by or invalid under any applicable law, such provision shall be invalidated without affecting the remaining provisions hereof.14. Governing Law. This Secured Note shall be governed by, and construed in accordance with, the law of the State of DELAWARE WITHOUT REGARD TO... CONFLICTS-oF-LAW PRINCIPLES THAT WOULD REQUIRE THE APPLICATION OF ANY OTHER LAW.15. Holder Expenses. Subject to Section 3(c), 2(d), the Borrower shall pay or reimburse all Holder Expenses to the Holder on the Maturity Date. Date.16. Survival. The Borrower's obligations under Section 2(f) of this Secured Note shall survive any assignment of rights by the Holder, and the termination, satisfaction or discharge of all Note Obligations. View More

Amendment. Nothing in this Agreement shall restrict the Company's ability to exercise its discretionary authority pursuant to Section 4 of the Plan; provided, however, that no such action may, without your consent, adversely affect your rights under your Award and this Agreement. Option. Without limiting the foregoing, the Board (or appropriate committee thereof) reserves the right to change, by written notice to you, the provisions of this Agreement in any way it may deem necessary or advisable to carry... out the purpose of the grant as a result of any change in applicable laws or regulations or any future law, regulation, ruling, or judicial decision; provided that any such change will be applicable only to rights relating to that portion of the Award which is then subject to restrictions as provided herein. 5 18. 16. MISCELLANEOUS. (a) The rights and obligations of the Company under your Award will Option shall be transferable by the Company to any one or more persons or entities, and all covenants and agreements hereunder will shall inure to the benefit of, and be enforceable by the Company's successors and assigns. (b) You agree upon request to execute any further documents or instruments necessary or desirable in the sole determination of the Company to carry out the purposes or intent of your Award. Option. (c) You acknowledge and agree that you have reviewed your Award Option in its entirety, have had an opportunity to obtain the advice of counsel prior to executing and accepting your Award Option and fully understand all provisions of your Award. Option. This Agreement and the Plan contain the entire agreement and understanding among the parties as to the subject matter hereof, and supersede any other agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof (including, without limitation, the provisions in your employment letter with respect thereto). (d) This Agreement will be subject to all applicable laws, rules, rules and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required. (e) All obligations of the Company under the Plan and this Agreement will be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, consolidation or otherwise, of all or substantially all of the business and/or assets of the Company. View More

Amendment. Section 1 of the Loan Agreement is hereby deleted in its entirety and replaced with the following: "1.Loan. Lender agrees to make a loan to Borrower in the amount of up to $20,000,000 $17,500,000 (the "Loan") in accordance with the terms of that certain Eleventh Tenth Amended and Restated Senior Secured Convertible Promissory Note attached hereto as Exhibit A (the "Note")." 4.Fees and Expenses; Outstanding Amount. Lender and Borrower acknowledge and agree that, as of April 24, 2018, the date... hereof, the principal amount outstanding under the Loan is $16,911,839.16, $16,411,839.16, and related interest accrued through April 24, January 31, 2018 of $ 1,898,726.69. $1,476,607.21. In consideration for increasing extending the amount maturity date of the Loan in accordance with the Eleventh Tenth Amended and Restated Senior Convertible Promissory Note, of even date herewith, Borrower agrees to promptly grant to Lender 5-year warrants to purchase 5,000,000 3,250,000 shares of Borrower common stock, at an exercise price of $0.10 per share, in substantially the same form as previously granted to Lender. View More