Amendment to Section 5.9. Section 5.9 of the Agreement is hereby amended and restated in its entirety as follows:
Amendment to Section 5.9. Section 5.9 of the Agreement is hereby deleted in its entirety and replaced with the following:
Amendment to Section 5.9. Section 5.9 of the Credit Agreement is hereby amended by inserting the following clause (c) at the end thereof:
Amendment to Section 5.9. Section 5.9 of the Credit Agreement is hereby amended in the following respects:
Amendment to Section 5.9. Section 5.9 of the Agreement is hereby amended and restated in its entirety to read as follows: "The Parent Board shall take all necessary action to cause the full Parent Board at the Effective Time to consist of no more than eight (8) directors and to include one (1) person (to be mutually agreed upon by the Company and Parent prior to the Effective Time) who is currently a director of the Company, such individuals to serve in the class of directors the term of which will expire at the annual meeting of the stockholders of Parent in 2010. In the event that this individual ceases to be a director of the Company prior to the Effective Time or otherwise is unable or unwilling to serve on the Parent Board immediately following the Effective Time, the Company shall recommend a replacement member, subject to the reasonable approval of Parent."
Amendment to Section 5.9. Section 5.9 of the Credit Agreement is hereby amended to add the following subsection (d) in the appropriate alphabetical order to read as follows:
Amendment to Section 5.9. Section 5.9 of the Agreement is amended to delete “, but expressly excluding Prime Offshore LLC.” appearing in the third line of the text of such Section 5.9.
Amendment to Section 5.9. Section 5.9 of the Credit Agreement is hereby amended to delete the final sentence thereof and to insert in its place the following: No Company shall enter into any contract or agreement that would prohibit Agent or the Banks from acquiring a security interest, mortgage or other Lien on, or a collateral assignment of, any of the property or assets of a Company; provided, however, that nothing herein contained shall be deemed or construed to prohibit Agent or any of the Banks, as the case may be, from entering into a sharing or intercreditor agreement in commercially customary form under which any such security interest, mortgage or other Lien on, or collateral assignment of, any such property or assets of a Company shall be shared equally and ratably between and among Agent, each of the Banks, as the case may be, and the holders of the Notes issued and outstanding under either of the Senior Note Purchase Agreements if and to the extent any Indebtedness due and owing to Agent or any of the Banks has been or is to be issued and outstanding under Section 10.3 of either of the Senior Note Purchase Agreements and such security interest, mortgage or other Lien on or collateral assignment of any such property or assets has been or is to be created or incurred within the limitations of Section 10.4(i) of either of the Senior Note Purchase Agreements.
Amendment to Section 5.9. Section 5.9 of the Credit Agreement is hereby amended to add at the end thereof, the following new paragraph: “Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure pursuant to this Section 5.9 any Indebtedness outstanding under or pursuant to any Material Indebtedness Agreement (other than pursuant to a Permitted Receivables Facility) unless and until the Obligations (and any Guaranty of Payment delivered in connection therewith) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation reasonably acceptable to the Agent in substance and in form, including an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent.”
Amendment to Section 5.9 a. Section 5.9(a) of the Original Agreement shall be amended by inserting the words “, ETE Acquirer” after each instance of “MLP GP”.
