Conditions to Obligation of the Company to Effect the Merger Unless waived by the Company, the obligation of the Company to effect the Merger shall be subject to the fulfillment at or prior to the Effective Time of the following additional conditions:
Amendment to Section 6 11. Section 6.11 is hereby amended in its entirety to read as follows:
Amendment to Section 13 Section 13 of the Rights Agreement is hereby amended by adding the following sentence at the end thereof: “Notwithstanding anything in this Agreement to the contrary, (i) the execution and delivery of the Merger Agreement, (ii) the execution and delivery of the Tender and Support Agreement, (iii) the consummation of the Offer, (iv) the consummation of the Merger, and (v) the consummation of the other transactions contemplated in the Merger Agreement shall not be deemed to be a Section 13 Event and shall not cause the Rights to be adjusted or exercisable in accordance with, or any other action to be taken or obligation to arise pursuant to, this Section 13.”
Amendment to the Agreement The parties to the Agreement hereby agree to amend the Agreement as follows:
Amendment to Section 10 17. Section 10.17 of the Credit Agreement is amended and restated to read in its entirety as follows:
Amendment to Section 12 Section 12 of the Agreement is hereby amended as follows:
Amendment to Section 7 8. Section 7.8 of the Credit Agreement shall be amended to read as follows:
Modification to Article IV, Section 7 of the DPA Article IV, Section 7 of the DPA (Advertising Limitations) is amended by deleting the stricken text as follows: Provider is prohibited from using, disclosing, or selling Student Data to (a) inform, influence, or enable Targeted Advertising; or (b) develop a profile of a student, family member/guardian or group, for any purpose other than providing the Service to LEA. This section does not prohibit Provider from using Student Data (i) for adaptive learning or customized student learning (including generating personalized learning recommendations); or (ii) to make product recommendations to teachers or LEA employees; or (iii) to notify account holders about new education product updates, features, or services or from otherwise using Student Data as permitted in this DPA and its accompanying exhibits. [SIGNATURES BELOW]
Amendment to Section 3 4. Section 3.4 of the Note is amended to read in its entirety as follows:
Amendment to Section 5 05. Section 5.05 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: