Amendment to the Purchase Agreement Clause Samples
The Amendment to the Purchase Agreement clause allows the parties to formally modify the terms of their original purchase agreement. This clause typically outlines the process for making changes, such as requiring written consent from all parties involved and specifying which provisions are being altered or supplemented. By providing a clear mechanism for updates, it ensures that any adjustments to the agreement are mutually agreed upon and documented, thereby preventing misunderstandings and disputes over the contract's terms.
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Amendment to the Purchase Agreement. The Company, the Issuer and the Purchaser hereby agree to amend the Purchase Agreement from and after the Effective Date as follows notwithstanding any contrary provision therein:
(a) The following definitions shall be added to Section 1:
Amendment to the Purchase Agreement. Exhibit A is hereby amended by deleting the definition of “Inspection Period” and replacing with the following definition:
Amendment to the Purchase Agreement. Section 4.7(a) of the Purchase Agreement is hereby deleted in its entirety and restated to read as follows:
Amendment to the Purchase Agreement. Exhibit D to the Purchase Agreement is hereby amended by deleting the text of such exhibit in its entirety and replacing it with the Exhibit D attached hereto. This Section 1 of this Amendment Agreement shall be effective as of all PHH Loans purchased and sold under the Purchase Agreement on and after June 30, 2003.
Amendment to the Purchase Agreement. (a) Section 3.1 of the Purchase Agreement is hereby amended and restated as follows:
Amendment to the Purchase Agreement. In connection with the waivers set forth in Section 1 above, from and after the Permanent Amendment Effective Date (as defined below), the Purchase Agreement shall be deemed modified to reflect the following:
(i) Section 1.1 of the Purchase Agreement is amended by including the following defined terms therein in appropriate alphabetical order:
Amendment to the Purchase Agreement. This Agreement shall be read and construed as an amendment to, and shall form part of, the Purchase Agreement. Except for the terms explicitly amended or terminated hereunder, the remaining of the Purchase Agreement shall be in full force. In the event there is any discrepancy between this Agreement and the Purchase Agreement, the terms and conditions of this Agreement shall prevail.
Amendment to the Purchase Agreement. Section A of Annex I to the Purchase Agreement shall be amended and restated in its entirety as follows: “there shall have been validly tendered in accordance with the terms of the Offer, and not properly withdrawn, a number of Shares (excluding Shares tendered pursuant to guaranteed delivery procedures that have not yet been delivered in settlement or satisfaction of such guarantee prior to the Expiration Time) that, together with the Shares then owned by Parent or its Affiliates, represents at least eighty percent (80%) of the Company’s issued and outstanding share capital (geplaatst en uitstaand kapitaal), excluding from both the numerator and denominator of such percentage determination any Company Restricted Shares and, for the avoidance of doubt, any Shares held by the Company in treasury, immediately prior to the Expiration Time (the “Minimum Condition”); provided, that if the Minimum Condition is then-unsatisfied, but all other Offer Conditions are then-satisfied or waived (other than any Offer Condition set forth in paragraph (F), (G) or (H) of this Annex I, which does not need to be then-satisfied or waived in order for this proviso to be triggered), and Buyer has extended the Offer on three (3) (or more) occasions in consecutive periods of ten (10) Business Days each in accordance with Section 2.01(e)(ii) of the Agreement, Buyer may in its sole discretion, by written notice to the Company, amend the reference to “eighty percent (80%)” in the foregoing definition of Minimum Condition to “seventy-five percent (75%)”, in which case the reference to “eighty percent (80%)” in the foregoing definition of Minimum Condition shall for all purposes be deemed to be a reference to “seventy-five percent (75%);”
Amendment to the Purchase Agreement. Section 6.2 of the Purchase Agreement is hereby amended by inserting the following as Section 6.2(b):
Amendment to the Purchase Agreement a. The first sentence of Section 1.3(b) of the Purchase Agreement is hereby deleted in its entirety and replaced with the following: “The Company may sell, in one or more subsequent closings on or prior to May 31, 2023 (each, a “Subsequent Closing”), additional Notes, which, when combined with the Notes sold at the Initial Closing above, will not result in the sale of greater than Fifty Five Million Dollars ($55,000,000) in aggregate original principal amount of the Notes (the “Maximum Note Amount”).”
b. The first sentence of Section 5.2 of the Purchase Agreement is hereby deleted in its entirety and replaced with the following: “This Agreement may only be amended, waived, discharged or terminated (either generally or in a particular instance, either retroactively or prospectively and either for a specified period of time or indefinitely) with the written consent of the Company and the Lenders of a majority of the then-outstanding aggregate principal amount of the Notes (collectively, the “Requisite Lenders”).”