Amendment Contract Clauses (12,532)

Grouped Into 328 Collections of Similar Clauses From Business Contracts

This page contains Amendment clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Amendment. Any amendment to the Plan is deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that no amendment may impair the rights of the Grantee with respect to the Restricted Shares unless agreed to by the Grantee and the Company, which agreement must be in writing and signed by the Grantee and the Company.
Amendment. Any amendment to the Plan is deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that no amendment may materially impair the rights of the Grantee with respect to the Restricted Shares RSUs unless agreed to by the Grantee and the Company, which agreement must be in writing and signed by the Grantee and the Company. Company; but provided, further, that neither the Grantee's consent nor a signed writing shall be required with respec...t to an amendment that is deemed necessary by the Company to ensure compliance with Section 409A of the Code or Section 10D of the Exchange Act. View More
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Amendment. Notwithstanding any provision set forth in the Grant Certificate or the Equity Plan and subject to all applicable laws, rules and regulations, the Committee shall have the power to: (1) alter or amend the terms and conditions of the Award in any manner consistent with the provisions of Section 3.1 of the Equity Plan; (2) without the Participant's consent, alter or amend the terms and conditions of the Award in any manner that the Committee considers necessary or advisable, in its sole discretion..., to comply with, or take into account changes in, or interpretations or rescissions of, applicable tax laws, securities laws, employment laws, accounting rules or standards and other applicable laws, rules, regulations, guidance, ruling, judicial decision or legal requirement; (3) ensure that the Awards are not subject to federal, state, local or foreign taxes prior to settlement or payment, as applicable; or (4) without the Participant's consent, waive any terms and conditions that operate in favor of the Company. Any alteration or amendment of the terms of the Awards by the Committee shall, upon adoption, become and be binding on all persons affected thereby without requirement for consent or other action with respect thereto by any such person. The Committee shall give notice to the Participant of any such alteration or amendment as promptly as practicable after the adoption thereof. View More
Amendment. Notwithstanding any provision set forth in the Grant Certificate or the Equity Plan this Award Agreement and subject to all applicable laws, rules and regulations, the Committee shall have the power to: (1) to, without the Participant's consent, (i) alter or amend the terms and conditions of the this Award in any manner consistent with the provisions of Section 3.1 of the Equity Plan; (2) without the Participant's consent, alter or amend the terms and conditions of the Award Agreement in any man...ner that the Committee considers necessary or advisable, in its sole discretion, to comply with, or take into account changes in, or interpretations or rescissions of, applicable tax laws, including Section 409A of the Code, securities laws, employment laws, accounting rules or standards and other applicable laws, rules, regulations, guidance, ruling, judicial decision or legal requirement; (3) ensure (ii) alter or amend the terms and conditions of this Award Agreement in any manner that the Awards are not subject Committee determines necessary or advisable to federal, state, local or foreign taxes prior reflect any changes in the Company's corporate structure, so long as the Committee reasonably determines such change is equitable to settlement or payment, as applicable; or (4) without the Participant's consent, Participant; and (iii) waive any terms and conditions that operate in favor of the Company. Any alteration or amendment of the terms of the Awards this Award Agreement shall be effective only upon adoption by the Committee shall, Committee, and, upon such adoption, shall become and be binding on all persons affected thereby without requirement for consent or other action with respect thereto by any such person. thereby. The Committee Company shall give notice to the Participant of any such alteration or amendment as promptly as practicable after the adoption thereof. View More
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Amendment. (a) The Base Supplemental Confirmation is hereby amended by replacing the number "154,863" opposite the caption "Number of Units" with the number "121,638". (b) The Base Supplemental Confirmation is hereby amended by replacing the number "170,137" opposite the caption "Number of Designated Repurchase Units" with the number "203,362". (c) The Base Supplemental Confirmation is hereby amended by replacing the word "and" immediately preceding clause (iv) in the text opposite the caption "Excluded Re...payment Event(s)" with a ",", deleting the "." at the end of such text and adding the following to the end of such text: ", (v) $20,150,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 238,977 Shares and approximately USD2.0 million of cash on May 13, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of May 12, 2014 between Counterparty and such holder and (vi) $13,075,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 155,068 Shares and approximately USD1.3 million of cash on May 13, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of May 12, 2014 between Counterparty and such holder." 3. Continuing Effect. All of the terms and provisions of the Master Confirmation and Supplemental Confirmations shall remain and continue in full force and effect and are hereby confirmed in all respects. View More
Amendment. (a) The Base Supplemental Company and Dealer agree that, effective on the date hereof, the Master Confirmation is hereby shall be amended by replacing and restated in its entirety, in the number "154,863" opposite the caption "Number of Units" with the number "121,638". form attached hereto as Exhibit A. (b) The Base Supplemental Confirmation is hereby amended by replacing the phrase "The number "170,137" of Convertible Notes in denominations of USD1,000 principal amount issued by Counterparty o...n the closing date for the initial issuance of the Convertible Notes, other than any Option Securities (as defined in the Underwriting Agreement)." opposite the caption "Number of Designated Repurchase Units" with the number "203,362". "154,863". (c) The Base Supplemental Confirmation is hereby amended by replacing adding the word "and" following text immediately preceding clause (iv) in after the text opposite the caption "Excluded "Number of Units": "Number of Designated Repurchase Units: 170,137 Excluded Repayment Event(s)" with a ",", deleting the "." at the end Event(s): The exchange of such text and adding the following to the end of such text: ", (v) $20,150,000 (i) $98,885,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 238,977 1,172,766 Shares and approximately USD2.0 USD10.3 million of cash on May 13, 2, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of April 24, 2014 between Counterparty and such holder, (ii) $37,852,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 448,920 Shares and approximately USD3.9 million of cash on May 2, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of May 12, 1, 2014 between Counterparty and such holder and (vi) $13,075,000 holder, (iii) $13,400,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 155,068 158,922 Shares and approximately USD1.3 USD1.4 million of cash on May 13, 2, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of May 12, 1, 2014 between Counterparty and such holder and (iv) $20,000,000 aggregate principal amount of Convertible Notes with Counterparty by the holder thereof for 237,198 Shares and approximately USD2.0 million of cash on May 2, 2014 (or such other date agreed by Counterparty and such holder) pursuant to a Note Exchange Agreement dated as of May 1, 2014 between Counterparty and such holder." 3. Continuing Effect. All of the terms and provisions of the Master Confirmation and Supplemental Confirmations shall remain and continue in full force and effect and are hereby confirmed in all respects. View More
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Amendment. The parties hereto, by mutual consent of their respective boards of directors, may amend, modify or supplement this Agreement prior to the Effective Time.
Amendment. The Subject to compliance with the applicable provisions of the MBCA, the parties hereto, by mutual consent of their respective boards Boards of directors, Directors, may amend, modify or supplement this Agreement prior to the Effective Time.
Amendment. The parties hereto, by mutual consent of their respective boards of directors, may amend, modify or supplement this Merger Agreement prior to the Effective Time.
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Amendment. Except as set forth in Section 6(c), this Agreement may not be modified or amended in any manner adverse to the Participant's interest except by means of a writing signed by the Company and Participant.
Amendment. Except as set forth in Section 6(c), 5(c), this Agreement may not be modified or amended in any manner adverse to the Participant's interest except by means of a writing signed by the Company and Participant.
Amendment. Except as set forth in Section 6(c), 6(b), this Agreement may not be modified or amended in any manner adverse to the Participant's interest except by means of a writing signed by the Company and Participant.
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Amendment. This Agreement may not be amended or modified unless in writing by all of the parties hereto, and no condition herein (express or implied) may be waived unless waived in writing by each party whom the condition is meant to benefit.
Amendment. This Agreement may not be amended or modified unless in writing by all of the parties hereto, and no condition herein (express or implied) may be waived unless waived in writing by each party whom the condition is meant to benefit. -28- 20. Headings. The section headings used herein are for convenience only and shall not affect the construction hereof.
Amendment. This Agreement may not only be amended or modified unless in writing writing, signed by all of the parties hereto, and no condition herein (express or implied) may be waived unless waived in writing by each party whom the condition is meant to benefit.
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Amendment. The Employment Agreement is hereby amended as follows: Section 1 of the Employment Agreement is hereby amended to provide that upon expiration of the 2019 Renewal Period on December 31, 2019, the Employment Agreement shall automatically renew for a one-year period ending December 31, 2020 (the "2020 Renewal Period"). The 2020 Renewal Period shall be included in the definition of "Renewal Period" and "Term" for purposes of the Employment Agreement. SECTION 2. Effect on Employment Agreement. The E...mployment Agreement, as amended by this Amendment, is and shall continue to be in full force and effect, and is, as hereby amended, confirmed and ratified. From and after the date hereof, each reference in the Employment Agreement to "this Agreement", "hereunder", "hereof" or other words of like import shall, except where the context otherwise requires, mean the Employment Agreement as amended by this Amendment. SECTION 3. Counterparts; Facsimile Transmission. This Amendment may be executed in counterparts, each of which will be deemed an original, and all of which together will constitute one and the same instrument. Executed counterparts may be delivered via facsimile or electronic transmission. View More
Amendment. The Employment Agreement is hereby amended as follows: A. Section 1 of the Employment Agreement is hereby amended to provide that upon expiration of the 2019 Renewal Period on December 31, 2019, 2018, the Employment Agreement shall automatically renew for a one-year period ending December 31, 2020 2019 (the "2020 "2019 Renewal Period"). The 2020 2019 Renewal Period shall be included in the definition of "Renewal Period" and "Term" for purposes of the Employment Agreement. SECTION The following s...entence is hereby added to the end of Section 7(c) of the Employment Agreement: "Notwithstanding the foregoing, nothing in this Agreement prohibits or restricts Executive from lawfully: (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, "Governmental Authorities") regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to Executive individually (and not directed to the Company) from any such Governmental Authorities; (iii) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (iv) making any other disclosures that are protected under the whistleblower provisions of any applicable law. "SECTION 2. Effect on Employment Agreement. The Employment Agreement, as amended by this Amendment, is and shall continue to be in full force and effect, and is, as hereby 920774 amended, confirmed and ratified. From and after the date hereof, each reference in the Employment Agreement to "this Agreement", "hereunder", "hereof" or other words of like import shall, except where the context otherwise requires, mean the Employment Agreement as amended by this Amendment. SECTION 3. Counterparts; Facsimile Transmission. This Amendment may be executed in counterparts, each of which will be deemed an original, and all of which together will constitute one and the same instrument. Executed counterparts may be delivered via facsimile or electronic transmission. View More
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Amendment. This Guaranty may be amended or modified only in writing signed by Bank and Guarantor.
Amendment. This Guaranty may be amended or modified only in writing signed by Bank and Guarantor. Guarantor that states it is intended to amend or modify this Guaranty.
Amendment. This Guaranty may be amended or modified only in writing signed by Bank Lender and Guarantor.
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Amendment. Except as provided in Section 15, no amendment or modification to this Employment Agreement shall be effective unless it is in writing and signed by an authorized representative of Bakkt and by Executive.
Amendment. Except as provided in Section 15, no amendment or modification to this Employment Agreement shall be effective unless it is in writing and signed by an authorized representative of Bakkt the Company and by Executive.
Amendment. Except as provided in Section 15, no amendment or modification to this Employment Agreement shall be effective unless it is in writing and signed by an authorized representative of Bakkt ICE and by Executive.
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Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel Restricted Stock Units, prospectively or retroactively; provided that no such amendment shall adversely affect the Participant's material rights under this Agreement without the Participant's consent. 5 21. Section 409A. This Agreement is intended to comply with Section 409A of the Code or an exemption thereunder and shall be construed and interpreted in a manner consistent with the requirements for avoiding additional t...axes or penalties under Section 409A of the Code. Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement comply with Section 409A of the Code and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by the Participant on account of non-compliance with Section 409A of the Code. View More
Amendment. The In accordance and consistent with Section 409A of the Code, as applicable, the Committee has the right to amend, alter, suspend, discontinue or cancel Restricted Stock Units, the Award, prospectively or retroactively; provided that provided, that, no such amendment shall adversely affect the Participant's Grantee's material rights under this Agreement without the Participant's Grantee's consent. 5 21. 4 20. Section 409A. This Agreement is intended to either comply with or be exempt from Sect...ion 409A of the Code or an exemption thereunder and shall be construed and interpreted in a manner that is consistent with the requirements for avoiding additional taxes or penalties under Section 409A of the Code. Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement either comply with Section 409A of the Code or are exempt therefrom and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by the Participant Grantee on account of non-compliance with Section 409A of the Code. View More
Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel Restricted Stock Units, the RSUs, prospectively or retroactively; provided that provided, that, no such amendment shall adversely affect the Participant's Grantee's material rights under this Agreement without the Participant's Grantee's consent. 5 21. 17. Section 409A. This Agreement is intended to comply with Section 409A of the Code or an exemption thereunder and shall be construed and interpreted in a manner that is ...consistent with the requirements for avoiding additional taxes or penalties under Section 409A of the Code. Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement comply with Section 409A of the Code and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by the Participant Grantee on account of non-compliance with Section 409A of the Code. View More
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