Special Provisions Regarding Certain Amendments Sample Clauses

Special Provisions Regarding Certain Amendments. 83 ANNEX I -- List of Lenders and Commitments ANNEX II -- Lender Addresses ANNEX III -- Existing Letters of Credit ANNEX IV -- Certain Litigation ANNEX V -- Schedule of Material Subsidiaries ANNEX VI -- Existing Liens ANNEX VII -- Existing Debt EXHIBIT A -- Form of Note EXHIBIT B -- Form of Letter of Credit Request EXHIBIT C-1 -- Form of Opinion of Executive Vice President, General Counsel and Assistant Secretary of the Borrower EXHIBIT C-2 -- Form of Opinion of White & Case LLP EXHIBIT D -- Form of Second Amended and Restated Subsidiary Guaranty EXHIBIT E-1 -- Form of Notice of Assignment EXHIBIT E-2 -- Form of Assignment Agreement EXHIBIT F -- Form of Confidentiality Agreement EXHIBIT G -- Form of Second Amended and Restated Intercompany Subordination Agreement SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 10, 2002, among X.X. XXXXXXXX TOBACCO HOLDINGS, INC. (f/k/a/ RJR Nabisco, Inc.), a Delaware corporation (the "Borrower"), and the lending institutions listed from time to time on Annex I hereto (each, a "Lender" and, collectively, the "Lenders"). Unless otherwise defined herein, all capitalized terms used herein and defined in Section 10 are used herein as so defined.
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Special Provisions Regarding Certain Amendments. (a) Notwithstanding anything to the contrary contained in this Agreement, each Lender which executes a counterpart of this Agreement hereby agrees for itself, and its successors and assigns, that such Lender (and for this purpose its successors and assigns) will not in the future agree to amend or modify the provisions of Section 12.04(e) without the consent of each Granting Lender directly and adversely affected by such amendment or modification.
Special Provisions Regarding Certain Amendments. Notwithstanding any provision of this ARTICLE X or any other provision of this Bond Agreement to the contrary, the provisions of Section 2.05, including the redemption provisions set forth in Section 2.05(a) and of Section 6.14 may be amended as provided in those sections.

Related to Special Provisions Regarding Certain Amendments

  • Certain Amendments Nothing herein shall be construed to prevent the Company from amending, altering, eliminating or reducing any plans, benefits or programs so long as the Executive continues to receive compensation and benefits consistent with Sections 3 through 6.

  • Special Provisions LTIP Units shall be subject to the following special provisions:

  • General Provisions Regarding Accounts 44 SECTION 8.04. Release of Trust Estate..................................................................45 SECTION 8.05.

  • General Provisions Regarding Payments (a) All payments by Borrower of principal, interest, fees and other Obligations shall be made in Dollars in same day funds, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, and delivered to Administrative Agent not later than (x) 12:00 p.m. (New York City time) on the date due at the Principal Office designated by Administrative Agent for the account of Lenders; for purposes of computing interest and fees, funds received by Administrative Agent after that time on such due date shall be deemed to have been paid by Borrower on the next succeeding Business Day.

  • Financial Provisions 5.1. Payments under this Deed shall be made in pounds sterling by bank telegraphic transfer to the credit of a bank account nominated by Immunocore or Adaptimmune as relevant. All payments shall be due within 45 days of receipt of invoice. Where any amount in an invoice is disputed, paying party shall pay any un-disputed amount whilst the dispute as to remaining amounts is resolved.

  • General Provisions Regarding Securities (a) The Administrative Trustees shall on behalf of the Trust issue one class of capital securities representing undivided beneficial interests in the assets of the Trust and one class of common securities representing undivided beneficial interests in the assets of the Trust.

  • Special Provision The Parties hereby agree to the following special provisions set forth in this Section 20 with respect to this Patent & Technology License Agreement.

  • Special Provisions Relating to Euro Each obligation hereunder of any party hereto that is denominated in the National Currency of a state that is not a Participating Member State on the date hereof shall, effective from the date on which such state becomes a Participating Member State, be redenominated in Euro in accordance with the legislation of the European Union applicable to the European Monetary Union; provided that, if and to the extent that any such legislation provides that any such obligation of any such party payable within such Participating Member State by crediting an account of the creditor can be paid by the debtor either in Euros or such National Currency, such party shall be entitled to pay or repay such amount either in Euros or in such National Currency. If the basis of accrual of interest or fees expressed in this Agreement with respect to an Agreed Foreign Currency of any country that becomes a Participating Member State after the date on which such currency becomes an Agreed Foreign Currency shall be inconsistent with any convention or practice in the interbank market for the basis of accrual of interest or fees in respect of the Euro, such convention or practice shall replace such expressed basis effective as of and from the date on which such state becomes a Participating Member State; provided that, with respect to any Borrowing denominated in such currency that is outstanding immediately prior to such date, such replacement shall take effect at the end of the Interest Period therefor. Without prejudice to the respective liabilities of the Borrower to the Lenders and the Lenders to the Borrower under or pursuant to this Agreement, each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time, in consultation with the Borrower, reasonably specify to be necessary or appropriate to reflect the introduction or changeover to the Euro in any country that becomes a Participating Member State after the date hereof; provided that the Administrative Agent shall provide the Borrower and the Lenders with prior notice of the proposed change with an explanation of such change in sufficient time to permit the Borrower and the Lenders an opportunity to respond to such proposed change.

  • Amendments, Waivers, Etc This Agreement may not be amended, changed, supplemented, waived or otherwise modified or terminated, except upon the execution and delivery of a written agreement executed by the parties hereto.

  • General Provisions Regarding Payment; Loan Account (a) All payments to be made by each Borrower under any Financing Document, including payments of principal and interest made hereunder and pursuant to any other Financing Document, and all fees, expenses, indemnities and reimbursements, shall be made without set-off, recoupment or counterclaim. If any payment hereunder becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension (it being understood and agreed that, solely for purposes of calculating financial covenants and computations contained herein and determining compliance therewith, if payment is made, in full, on any such extended due date, such payment shall be deemed to have been paid on the original due date without giving effect to any extension thereto). Any payments received in the Payment Account before 12:00 Noon (Eastern time) on any date shall be deemed received by Agent on such date, and any payments received in the Payment Account at or after 12:00 Noon (Eastern time) on any date shall be deemed received by Agent on the next succeeding Business Day.

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