Prohibited Amendment definition

Prohibited Amendment shall have the meaning set forth in Section 6.1(v) hereof.
Prohibited Amendment means any amendment or modification the effect of which is to: (a) increase the interest rate on such Subordinated Indebtedness; (b) change the dates upon which payments of principal or interest are due on such Subordinated Indebtedness other than to extend such dates; (c) change any default or event of default other than to delete or make less restrictive any default provision therein, or add any covenant with respect to such Subordinated Indebtedness; (d) change the redemption or prepayment provisions of such Subordinated Indebtedness other than to extend the dates therefor or to reduce the premiums payable in connection therewith; (e) grant any security or collateral to secure payment of such Subordinated Indebtedness; or (f) change or amend any other term if such change or amendment would materially increase the obligations of the Company or applicable Subsidiary thereunder or confer additional material rights on the holder of such Subordinated Indebtedness in a manner adverse to the Company, any Subsidiary, the Administrative Agent or any Lender.
Prohibited Amendment means any one or more amendments, modifications or waivers of any provision of the Merger Agreement that (i) reduces the amount of the Per Share Merger Consideration (including any change to the formula with respect thereto) or changes the form of the merger consideration payable or (ii) modifies Section 7.2 of the Merger Agreement in a manner that adversely affects the Stockholder in any material respect.

Examples of Prohibited Amendment in a sentence

  • Thus, about one-quarter of the RISE victims responded that they had received either ‘not much’ information or ‘none at all’.

  • November5 Network Bulletin: March 2016 For more information, call 877.842.3210 or visit UnitedHealthcareOnline.com Front & CenterNon-Participating Lab Practices: Waiving or Capping Member Cost Share Prohibited Amendment to 2016 Administrative GuideThe 2016 Administrative Guide has been amended to modify the list of chronic conditions eligible for 99 visits for UnitedHealthcare Commercial Navigate, Charter andCompass plans.

  • The Support Agreement terminates upon the occurrence of any of the following: (a) the termination of the Merger Agreement in accordance with its terms, (b) the effective time of the Merger, (c) written notice from Parent to the Investment Manager electing to terminate the Support Agreement, (d) the date of any Prohibited Amendment (as defined in the Support Agreement) or (e) the taking of certain actions by the Board constituting a Change of Recommendation (as defined in the Merger Agreement).

  • The Betelnut Prohibited (Amendment) Act, 2020 prohibits the importation, consumption, distribution, or selling of betelnut.

  • This termination shall be without prejudice to the right of the [NAME OF BANK] to make demand on DOT under this Agreement in respect of any other due and unpaid installment(s) of principal or interest.1.05 Prohibited Amendment or Transfers.


More Definitions of Prohibited Amendment

Prohibited Amendment means any amendment, modification, restatement or supplement of any provision of the Xxxxxxx Agreement that changes in any way (i) the event underlying the Milestone Event, (ii) the amount of the Milestone Payment or (iii) the timing of the payment of the Milestone Payment by Xxxxxxx after achievement of the Milestone Event by Xxxxxxx. For avoidance of doubt’ any termination of the Xxxxxxx Agreement shall not be deemed a Prohibited Amendment.
Prohibited Amendment means any amendment, modification, restatement or supplement of any provision of the Janssen Agreement that changes in any way (i) the event underlying any of the Milestone Events, (ii) the amount of any of the Milestone Payments or (iii) the timing of the payment of any of the Milestone Payments by Janssen after achievement of the applicable Milestone Event by Janssen. For avoidance of doubt, any termination of the Janssen Agreement shall not be deemed a Prohibited Amendment.
Prohibited Amendment shall have the meaning given to such term in the Combined Facilities Intercreditor Agreement.
Prohibited Amendment means any one or more amendments, modifications or waivers of any provision of the Merger Agreement (as in effect on the date hereof) in a manner that reduces the amount of the Merger Consideration (including any change to the formula with respect thereto), changes the form of the Merger Consideration payable, imposes any material restrictions on or additional material conditions on the payment of the Merger Consideration, modifies any of the provisions relating to the payment of dividends (including the Pre-Closing Common Dividend), Company Change in Recommendation, SpinCo, the SpinCo Consideration, the Separation, the Company Termination Fee, the Parent Termination Fee or Antitrust Law, extends the Outside Date or otherwise adversely affects the Record Holder (in its capacity as such) in any material respect.
Prohibited Amendment means an amendment or modification to the existing Senior Loan Documents that (A) is reasonably likely to have a Material Adverse Effect (provided that amendments pursuant to clauses (1) and (2) below shall be deemed not to have a Material Adverse Effect), or (B) which (1) increases the principal amount of the Senior Loan to more than $245,000,000 (exclusive of protective advances) unless (x) the Borrower shall have satisfied the minimum funding conditions set forth in Section 2.9 above and (y) the Borrower shall affirmatively terminate the Commitments of the Lenders with respect to any unfunded portion of the Loan Amount (other than the Interest Holdback) in excess of the minimum amount required to be funded under Section 2.9 above, in which case the principal amount of the Senior Loan may be further increased in an amount equal to the unfunded portion of the Loan Amount (other than the Interest Holdback) as to which has the Lenders’ Commitments have been so terminated (provided, that in no event shall the aggregate amount outstanding under the Senior Loan and the Loan exceed $290,000,000), (2) increases the interest rate payable under the Senior Loan, other than an increase, not to exceed twelve percent (12%) per annum, applicable to any increase in the principal amount of the Senior Loan from $230,000,000 to $245,000,000 (with such increased rate to be payable only on the principal amount of the Senior Loan which exceeds $230,000,000), (3) provides for the payment of any additional interest, additional fees, reserve payments or escrows, (4) provides for any principal amortization of the Senior Loan, (5) modifies the due-on-sale, due-on-encumbrance, or collateral release provisions of the existing Senior Loan Documents, (6) modifies the provisions governing replacement of the Property Manager under the existing Senior Loan Documents, (7) adds material additional obligations, liabilities or indemnities on the part of Property Owner, Borrower or Guarantor, (8) shortens any default cure periods under the existing Senior Loan Documents or (9) changes the maturity date of the Senior Loan. Any amendment or modification to the existing Senior Loan Documents in violation of this Section 6.1(w) shall be ineffective as between Borrower and the Lenders, and, if not cured by Borrower (to the extent the same is susceptible of cure) or caused to be cured by Property Owner within fifteen (15) days after written notice from Agent, shall constitute an Event of Default he...
Prohibited Amendment is hereby amended by deleting clause (ii)(C) and inserting the following in lieu thereof: "(C) has the effect of increasing the remedies of the holders of the Senior Subordinated Notes or the trustee under either Note Indenture upon the occurrence of an event of default under the applicable Senior Subordinated Debt Instruments; or".
Prohibited Amendment means any one or more amendments, modifications or waivers of any provision of the Transaction Agreement (as in effect on the date hereof) (A) in a manner that reduces the amount of the Merger Consideration (including any change to the formula with respect thereto), changes the form of the Merger Consideration payable, materially changes the VZ Contribution, or imposes any material restrictions on or additional material conditions on the payment of the Merger Consideration, or otherwise adversely affects the Stockholder (in its capacity as such) in any material respect in a manner disproportionate to the other holders of the same class of Company stock and entitled to the same treatment with respect thereto under the Transaction Documents (in their capacities as such) or (B) that relates to the terms and conditions upon which the Transaction Agreement may be terminated by the Company pursuant to Section 7.1 of the Transaction Agreement.