RECITALS:Waiver and Amendment Agreement • November 17th, 2006 • Invacare Corp • Orthopedic, prosthetic & surgical appliances & supplies • New York
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • October 20th, 2009 • Proteonomix, Inc. • Pharmaceutical preparations • New York
This WAIVER AND AMENDMENT AGREEMENT, dated as of September 30, 2008 (this "Agreement"), is entered into by and between Proteonomix, Inc. a Delaware corporation (the "Company"), and Isaac Sambrowsky (the “Investor”) (collectively the “Parties”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • June 20th, 2008 • EnterConnect Inc • Services-prepackaged software • New York
This WAIVER AND AMENDMENT AGREEMENT (this “Waiver”) is entered into as of June 19, 2008 by and between ENTERCONNECT INC., a Nevada corporation (the “Company”), and the Investors on the Schedule of Investors attached hereto (the "Investors”), with reference to the following facts:
EX-10.53 2 g12581exv10w53.htm EX-10.53 WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 5th, 2020 • New York
EXHIBIT 10.53 WAIVER AND AMENDMENT AGREEMENT THIS WAIVER AND AMENDMENT AGREEMENT (“Agreement”) dated as of February 7, 2008, by and between ProxyMed, Inc., a Florida corporation doing business as MedAvant (“Parent”), ProxyMed Transaction Services, Inc. (f/k/a MedUnite, Inc.), a Delaware corporation (“PTS”), ProxyMed Lab Services LLC (f/k/a Key Communications Service, Inc.), a Delaware limited liability company ) (“PLS” and together with Parent and PTS, the “Companies” and each, a “Company”), LV Administrative Services, Inc., as administrative and collateral agent (“Agent”) on behalf of Laurus Master Fund, Ltd., a Cayman Islands company (“Laurus”). BACKGROUND The Companies and Laurus are parties to a Security and Purchase Agreement, dated as of December 6, 2005 (as amended, modified, restated or supplemented from time to time, the “Security Agreement”) pursuant to which Lender provides the Companies with certain financial accommodations. There are various Events of Default that may now
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 14th, 2012 • ARCA Biopharma, Inc. • In vitro & in vivo diagnostic substances • Colorado
This WAIVER AND AMENDMENT AGREEMENT (this “Amendment”), by and between ARCA biopharma, Inc., a Delaware corporation (the “Company”), and Christopher D. Ozeroff (“Executive”) is effective as of March 30, 2012 (the “Effective Date”).
EX-10.48 2 dex1048.htm WAIVER AND AMENDMENT AGREEMENT BTWN. THE REGISTRANT AND GMAC COMMERCIAL FINANCE WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 5th, 2020 • New York
THIS WAIVER AND AMENDMENT AGREEMENT (this “Waiver and Amendment”) is entered into this 4th day of May, 2004 by and among ACCLAIM ENTERTAINMENT, INC. (“AEI”), ACCLAIM DISTRIBUTION INC. (“ADI”), LJN TOYS, LTD. (“LJN”), ACCLAIM ENTERTAINMENT CANADA, LTD. (“Canada”) and ARENA ENTERTAINMENT INC. (“Arena”; together with AEI, ADI, LJN and Canada, individually, a “Borrower” and collectively, the “Borrowers”), OYSTER BAY WAREHOUSE CORP. (“Warehouse”), ACCLAIM CORPORATE CENTER 1, INC. (“Corporate”), IGUANA ENTERTAINMENT, INC. (“Iguana”), ACCLAIM ENTERTAINMENT, LTD. (“Acclaim Limited”), ACCLAIM JAPAN, LTD. (“Acclaim Japan”), ACCLAIM ENTERTAINMENT, G.m.b.H. (“Acclaim Germany”), ACCLAIM ENTERTAINMENT, S.A. (“Acclaim France”) and ANNODEUS INC. (“Annodeus”; and together with Warehouse, Corporate, Iguana, Acclaim Limited, Acclaim Japan, Acclaim Germany, and Acclaim France, each individually, a “Corporate Guarantor” and collectively, the “Corporate Guarantors”), and GMAC COMMERCIAL FINANCE LLC, as succ
EX-4.3C 2 dex43c.htm WAIVER AND AMENDMENT AGREEMENT JAZZ PHARMACEUTICALS, INC. WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 5th, 2020 • California
THIS WAIVER AND AMENDMENT AGREEMENT (the “Agreement”) is made effective as of May 7, 2008 (the “Effective Date”), by and among JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and the undersigned Holders (the “Consenting Holders”).
WAIVER AND AMENDMENT AGREEMENT (Amendment No. 5)Waiver and Amendment Agreement • February 27th, 2003 • Pacific Gas & Electric Co • Electric & other services combined • New York
WHEREAS, due to its failure to provide credit support as required under Section 3.4 of each of the PGET Purchase/Sale Agreements, PGET is in default under each of the PGET Purchase/Sale Agreements; and
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 8th, 2008 • Hq Sustainable Maritime Industries, Inc. • Fishing, hunting and trapping • New York
This Waiver and Amendment Agreement (this “Agreement”), dated as of February 22, 2008 (the “Amendment Agreement Date”), is entered into by and among HQ Sustainable Maritime Industries, Inc. (the “Company”), The Tail Wind Fund Ltd. (“Tail Wind”) and Solomon Strategic Holdings, Inc. (“Solomon”, and together with Tail Wind, the “Investors”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • June 27th, 2023 • Digital Brands Group, Inc. • Retail-apparel & accessory stores
This Waiver and Amendment Agreement (this “Agreement”) is entered into as of June 21, 2023 (the “Effective Date”), by and among Digital Brands Group, Inc. (the “Company”), Norwest Venture Partners XI, LP (“NVP XI”), and Norwest Venture Partners XII, LP (“NVP XII” and together with NVP XI, the “NVP Parties”). Each of the Company, Norwest Venture Partners XI, LP, and Norwest Venture Partners XII, LP are individually a “Party” and collectively, the “Parties”. All capitalized terms used but not defined herein shall have the respective meanings ascribed to them in that certain Merger Agreement, as defined below.
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • May 20th, 2008 • QPC Lasers • Laboratory analytical instruments • New York
This WAIVER AND AMENDMENT AGREEMENT (the “Agreement”) is made and effective as of April __, 2008 (the “Effective Date”), by and among QPC Lasers, Inc., a Nevada corporation (the “Company”), the undersigned holders of the Company’s 10% Secured Convertible Debentures due April 16, 2009, and warrants to acquire shares of the Company’s common stock issued concurrently with such debentures (collectively, the “April Creditors”), and the undersigned holders of the Company’s 10% Secured Convertible Debentures due May 22, 2009, and warrants to acquire shares of the Company’s common stock issued concurrently with such debentures (collectively, the “May Creditors”) who are signatories hereto (the April Creditors and the May Creditors are herein collectively referred to as the “Creditors”).
ACKNOWLEDGMENT, WAIVER, AND AMENDMENT AGREEMENTWaiver, and Amendment Agreement • August 8th, 2012 • Raymond James Financial Inc • Security brokers, dealers & flotation companies
This Acknowledgment, Waiver, and Amendment Agreement (this "Agreement") is entered into as of May 16, 2012, by REGIONS BANK, an Alabama banking corporation ("Lender"); RAYMOND JAMES INVESTMENTS, LLC, a Florida limited liability company ("RJI"); RJ SECURITIES, INC., a Florida corporation ("RJS"); RJC FORENSICS, LLC, a Delaware limited liability company ("Forensics"); RJC EVENT PHOTOS, LLC, a Delaware limited liability company ("Photos"); and MORGAN PROPERTIES, LLC, a Tennessee limited liability company ("Properties"; RJI, RJS, Forensics, Photos, and Properties are referred to collectively as "Borrowers").
WAIVER AND AMENDMENT AGREEMENT dated June 13, 2013 to the Facility Agreement betweenWaiver and Amendment Agreement • August 7th, 2013 • Logitech International Sa • Computer peripheral equipment, nec
WAIVER AND AMENDMENT AGREEMENT NO. 1Waiver and Amendment Agreement • June 10th, 2002 • Smart & Final Inc/De • Wholesale-groceries & related products • California
This Waiver and Amendment Agreement No. 1, dated and effective as of June 4, 2002 (this “Agreement”) is among the Persons which have executed this Agreement below. Capitalized terms used, but not defined, herein are used as defined in that certain Lease Agreement, dated as of November 30, 2001, between Wells Fargo Bank Northwest, National Association, as Owner Trustee under S&F Trust 1998-1, as lessor, and Smart & Final Inc., as lessee.
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • February 27th, 2017 • Oroplata Resources, Inc. • Metal mining • California
THIS WAIVER AND AMENDMENT AGREEMENT (hereafter, as it may be from time to time amended, modified, extended, renewed, substituted, and/or supplemented, referred to as this “Agreement"), dated as of February 15, 2017 (the “Execution Date”), is entered into by and between OROPLATA RESOURCES, INC., a Nevada corporation ("Oroplata" or the “Company”), and TANGIERS INVESTMENT GROUP, LLC ("Tangiers") (the “Parties”, and each, a “Party”).
WAIVER AND AMENDMENT AGREEMENT #2Waiver and Amendment Agreement • August 22nd, 2023 • CarbonMeta Technologies, Inc. • Services-prepackaged software • California
This AMENDMENT AGREEMENT (this “Agreement”) is entered into as of June 16, 2023 (the “Effective Date”) by and between Tangiers Investment Group, LLC (“Holder”), and CarbonMeta Technologies, Inc., a Delaware corporation (“Company”). The Company and the Holder are each a “Party” to this Agreement and are sometimes collectively referred to as the “Parties”. Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Note (defined below).
Waiver and Amendment AgreementWaiver and Amendment Agreement • March 30th, 2007 • PHH Corp • Miscellaneous business credit institution • New York
THIS WAIVER AND AMENDMENT AGREEMENT (this “Agreement”) is dated as of March 14, 2007, and is between PHH Mortgage Corporation, a New Jersey corporation (formerly Cendant Mortgage Corporation) (“PMC”) and Merrill Lynch Credit Corporation, a Delaware corporation (“Merrill”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • January 31st, 2005 • Rita Medical Systems Inc • Electromedical & electrotherapeutic apparatus • Delaware
THIS WAIVER AND AMENDMENT AGREEMENT (“Agreement”) is made as of December 27, 2004 by and among RITA Medical Systems, Inc., a Delaware corporation (“RITA”), SF Capital Partners Ltd. (“SF Capital”) and BayStar Capital II, L.P. (“BayStar”).
FORM OF WAIVER AND AMENDMENT AGREEMENT DATED MARCH 8, 2010Waiver and Amendment Agreement • March 10th, 2010 • PetroHunter Energy Corp • Crude petroleum & natural gas
THIS WAIVER AND AMENDMENT AGREEMENT (this “Agreement”) is made as of March 8, 2010, among PetroHunter Energy Corporation, a Maryland corporation (“PetroHunter” or the “Company”), and the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
ContractWaiver and Amendment Agreement • November 24th, 2020 • Itau Unibanco Holding S.A. • State commercial banks
This WAIVER AND AMENDMENT AGREEMENT (this “Agreement”) is entered into as of September 10, 2020 by and among Itaú Unibanco Holding S.A., a sociedad anónima organized under the laws of Brazil (“Itaú Parent”), Corp Group Holding Inversiones Limitada, a sociedad en comandita por acciones organized under the laws of Chile (“CG Holding”), CorpGroup Interhold SpA, a sociedad por acciones organized under the laws of Chile (“Interhold”), Inversiones Gasa Limitada, a sociedad de responsabilidad limitada organized under the laws of Chile (“GASA” and, collectively with CG Holding and Interhold, “Corp Group Parent”), Corp Group Banking S.A., a sociedad anónima organized under the laws of Chile (“CGB”) and Compañía Inmobiliaria y de Inversiones Saga SpA, a sociedad por acciones organized under the laws of Chile (“SAGA” and together with CGB, “Company Two”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • June 27th, 2011 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • New York
THIS WAIVER AND AMENDMENT AGREEMENT, dated as of June 27, 2011 (this “Agreement”), is made by and between Ener1, Inc., a Florida corporation (the “Company”), and the security holder signatory hereto (the “Holder”). Capitalized terms used in this Agreement and not otherwise defined have the meanings assigned to them in the Securities Purchase Agreements (as defined below).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • February 14th, 2007 • Telanetix,Inc • Communications equipment, nec
This Waiver and Amendment Agreement (the “Agreement”), dated as of February 12, 2007, is by and among Telanetix, Inc., a Delaware corporation (the “Company”) and the investors signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • February 24th, 2010 • Imageware Systems Inc • Services-prepackaged software • Delaware
This Waiver and Amendment Agreement ("Agreement") is made as of June 9, 2009, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and BET Funding LLC, a Delaware limited liability company ("Lender").
JAZZ PHARMACEUTICALS, INC. WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • March 31st, 2008 • Jazz Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS WAIVER AND AMENDMENT AGREEMENT (the “Agreement”) is made effective as of March 12, 2008 (the “Effective Date”), by and among JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and the undersigned Holders (the “Consenting Holders”).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • November 4th, 2014 • GT Advanced Technologies Inc. • Semiconductors & related devices • New York
Reference is made to that certain Adequate Protection and Settlement Agreement (the “Settlement Agreement”), dated as of October 21, 2014 among, Apple Inc. (“Apple”), Platypus Development LLC (“Platypus”, and together with Apple, the “Apple Parties”), and GTAT Corporation, GT Advanced Technologies, Inc., GT Advanced Equipment Holding LLC, GT Equipment Holdings, Inc., Lindbergh Acquisition Corp., GT Sapphire Systems Holdings LLC, GT Advanced Cz LLC, GT Sapphire Systems Group LLC, and GT Advanced Technologies Limited (collectively, the “GTAT Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Settlement Agreement.
RECITALSWaiver and Amendment Agreement • May 13th, 2005 • Hq Sustainable Maritime Industries, Inc. • Fishing, hunting and trapping
WAIVER AND AMENDMENT AGREEMENT NO. 2 to that certain CREDIT AGREEMENTWaiver and Amendment Agreement • March 9th, 2009 • Harris Interactive Inc • Services-management consulting services • New York
This WAIVER AND AMENDMENT AGREEMENT NO. 2 TO THAT CERTAIN CREDIT AGREEMENT (this “Amendment”) dated as of March 6, 2009, among (a) HARRIS INTERACTIVE INC. (the “Borrower”), (b) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as administrative agent (the “Administrative Agent”) for itself and the other lenders (the “Lenders”) who are or may become party to the Credit Agreement dated as of September 21, 2007 (as amended, restated, supplemented or otherwise modified, and in effect from time to time, the “Credit Agreement”) among the Borrower, the Administrative Agent and the Lenders; and (c) the Lenders signatory hereto.
Waiver and Amendment AgreementWaiver and Amendment Agreement • April 8th, 2009 • RINO International CORP • General industrial machinery & equipment, nec
This Waiver Agreement and Amendment (the “Agreement”) is made by and among RINO International Corporation, a Nevada corporation (formerly known as Jade Mountain Corporation, the “Company”) and each of the investors signatory hereto (collectively, the “Majority Investors”). Reference is made to that certain (i) Securities Purchase Agreement, dated September 27, 2007, by and among the Company, Innomind Group Limited, Dalian Innomind Environment Engineering Co., Ltd, Dalian RINO Environmental Engineering Science and Technology Co., Ltd. and the investors signatories thereto, as amended (the “Securities Purchase Agreement”), (ii) Registration Rights Agreement, dated September 27, 2007, by and among Jade Mountain Corporation and the investors signatories thereto (the “Registration Rights Agreement”) and (iii) Escrow Agreement dated September 27, 2007, by and among the Company, _________ and Tri-State Title & Escrow, LLC, as Escrow Agent (the “Escrow Agreement”). This Agreement shall become
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • June 17th, 2008 • Newcastle Partners L P • Wholesale-electronic parts & equipment, nec • Texas
THIS WAIVER AND AMENDMENT AGREEMENT (the “Agreement”) is entered into as of the 13th day of June, 2008, by and between Bell Industries, Inc., a California corporation (“Bell California”), and Bell Industries, Inc., a Minnesota Corporation (“Bell Minnesota, and together with Bell California, the “Company”), on the one hand, and Newcastle Partners, L.P., a Texas limited partnership (the “Noteholder”), on the other hand.
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • September 19th, 2014 • Ener-Core Inc. • Miscellaneous chemical products • New York
THIS WAIVER AND AMENDMENT AGREEMENT (this “Amendment”) is made and entered into as of September 18, 2014 (the “Execution Date”), by and among Ener-Core, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”). Capitalized terms used but not defined herein shall have the meanings set forth in the Warrant (as defined in the Recitals below).
WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • December 21st, 2010 • Integral Vision Inc • Industrial instruments for measurement, display, and control • New York
This Waiver and Amendment Agreement, dated as of September 15, 2008 (this “Agreement”), is by and between INTEGRAL VISION, INC., a Michigan corporation (the “Company”), and each person or entity that is named on Schedule A hereto. Each such person or entity, together with its successors and permitted assigns, is referred to herein as an “Investor”, and all such persons and entities, together with their respective successors and permitted assigns, are collectively referred to herein as the “Investors”.
INTERCREDITOR, SUBORDINATION, WAIVER AND AMENDMENT AGREEMENTWaiver and Amendment Agreement • December 21st, 2007 • Voip Inc • Telephone & telegraph apparatus • New York
THIS INTERCREDITOR, SUBORDINATION, DEFAULT AND AMENDMENT AGREEMENT, dated as of December 18, 2007 (this “Agreement”), is by and among VoIP Inc. (“Borrower”), the parties identified on Schedule A hereto (“Secured Lenders”) the parties identified on Schedule B hereto (“SSSD Lenders”), the parties identified on Schedule C hereto (“LB Lenders”) and Barbara R. Mittman, in her capacity as collateral agent for the benefit of the Secured Lenders, SSSD Lenders and LB Lenders (each a “Party” and collectively the “Parties”).
ContractWaiver and Amendment Agreement • August 4th, 2009 • Capital Growth Systems Inc /Fl/ • Services-business services, nec
THIS 2009 SUB DEBT CONSENT, WAIVER AND AMENDMENT AGREEMENT (the “Agreement”), dated as of July 31, 2009, is entered into by and among Capital Growth Systems, Inc., a Florida corporation (the “Company”), and the persons identified as “Holders” on the signature pages hereto (the “Holders”). Defined terms not otherwise defined herein shall have the meanings set forth in the March Purchase Agreement (as defined below).
PG&E Corporation One Market Street, Spear Tower, Suite 2400 San Francisco, CA 94105 AMENDED AND RESTATED WAIVER AND AMENDMENT AGREEMENT August 22, 2002Waiver and Amendment Agreement • August 26th, 2002 • Pacific Gas & Electric Co • Electric & other services combined • New York
WAIVER AND AMENDMENT AGREEMENT TO NOTE AND EQUITY PURCHASE AGREEMENTWaiver and Amendment Agreement • August 13th, 2009 • Mirion Technologies, Inc. • New York
THIS WAIVER AND AMENDMENT AGREEMENT TO NOTE AND EQUITY PURCHASE AGREEMENT (this “Waiver and Amendment”) is made and entered into as of July 31, 2009 by and among MIRION TECHNOLOGIES (MGPI), INC. (fka MGP INSTRUMENTS, INC.), a Delaware corporation (“Borrower”), DOSIMETRY ACQUISITIONS (U.S.), LLC, a Delaware limited liability company, and successor by merger to Dosimetry Acquisitions (U.S.), Inc. (“TopCo”) as Guarantor, the securities purchasers that are now and hereafter at any time parties thereto, the securities purchasers that are now and hereafter at any time parties hereto and are listed in Annex A (or any amendment or supplement thereto) attached hereto (each a “Purchaser” and collectively, “Purchasers”), and AMERICAN CAPITAL FINANCIAL SERVICES, INC., a Delaware corporation (“ACFS”), as administrative and collateral agent for Purchasers (in such capacity “Agent”).
