Amendment to Section 3. Section 3 of the Rights Agreement is hereby amended and supplemented by adding the following proviso to the end of the first sentence thereof:
Amendment to Section 3. Section 3 of the Warrant is hereby amended by deleting the fourth sentence of said Section 3 in its entirety and substituting in lieu thereof the following sentence: An assigning Holder shall give prompt written notice to SunTrust Bank, Atlanta of the consummation of any such assignment (with it being understood that this sentence shall be of no force and effect if SunTrust Bank, Atlanta is no longer a Holder or an "Agent" for the lenders under the primary bank credit facility of the Company and/or its subsidiaries).
Amendment to Section 3. Section 3 of the Employment Agreement is hereby amended and restated as follows: 3. Term; Termination. The Employment Period shall terminate on the third anniversary of the Effective Date ("INITIAL TERM") and shall automatically renew for periods of one (1) year unless one party gives written notice to the other at least six (6) months prior to the end of the Initial Term, or at least six (6) months prior to the end of any one (1) year renewal period that the Agreement shall not be further extended. The date on which the Employment Period terminates after any notice of non-renewal is referred to herein as the "EXPIRATION DATE." Notwithstanding the foregoing, the Company and Executive agree that Executive is an "at-will" employee, subject only to the contractual rights upon termination set forth herein, and that the Employment Period (a) shall terminate automatically at any time upon Executive's death, (b) shall terminate automatically at any time upon the Board's determination of Executive's Disability, (c) may be terminated by the Company at any time for any reason or no reason (whether for Cause or without Cause) by giving Executive written notice of the termination, and (d) may be terminated by Executive for any reason or no reason (including for Good Reason) by giving the Company written notice at least sixty (60) days in advance of his termination date. Notwithstanding anything herein to the contrary, in no event shall delivery of a notice of non-renewal by the Company be deemed a termination without Cause. The date that the Employment Period is terminated for any reason is referred to herein as the "TERMINATION DATE."
Amendment to Section 3. Section 3 of the Note is hereby amended in its entirety to read as follows: