Omnibus Amendment Agreement Sample Contracts

MaxQ AI Ltd. – Omnibus Amendment Agreement Number Three (August 9th, 2018)

THIS OMNIBUS AMENDMENT AGREEMENT NUMBER THREE (this "Amendment"), is made as of August 7, 2018, between MaxQ AI Ltd. (formerly known as MedyMatch Technology Ltd.), a company incorporated under the laws of the State of Israel (the "Company"), and the purchasers identified on the signature pages hereto (each a "Purchaser" and collectively "Purchasers"). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the SPA (as defined below).

MaxQ AI Ltd. – Omnibus Amendment Agreement Number Two (August 9th, 2018)

THIS OMNIBUS AMENDMENT AGREEMENT NUMBER TWO (this "Amendment"), is made as of August 1, 2018, between MaxQ AI Ltd. (formerly known as MedyMatch Technology Ltd.), a company incorporated under the laws of the State of Israel (the "Company"), and the purchasers identified on the signature pages hereto (each a "Purchaser" and collectively "Purchasers") (including purchasers who acquire Notes and Warrants on or about the date of this Amendment, each a "August Purchaser" their successors and permitted assigns). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the SPA (as defined below).

MaxQ AI Ltd. – Omnibus Amendment Agreement (August 9th, 2018)

THIS OMNIBUS AMENDMENT AGREEMENT (this "Amendment"), is made as of March 23, 2018, between MaxQ AI Ltd. (f/k/a MedyMatch Technology Ltd.), a company incorporated under the laws of the State of Israel (the "Company"), and South Florida Biotech Ventures LLC (including its successors and permitted assigns, "South Florida"). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the SPA (as defined below).

Aqua Metals, Inc. – Amendment No. 1 to Omnibus Amendment Agreement (August 8th, 2018)

THIS AMENDMENT NO. 1 OMNIBUS AMENDMENT AGREEMENT (this "AMENDMENT") is entered into as of August 6, 2018, to be effective as of June 24, 2018, by and among AQUA METALS, INC., a Delaware corporation (the "Company"), INTERSTATE BATTERIES RECYCLING, LLC, a Delaware limited liability company ("IBR") and INTERSTATE EMERGING INVESTMENTS, LLC ("Interstate Emerging," and together with IBR, "Interstate").

SEACOR Marine Holdings Inc. – Omnibus Amendment Agreement (November 9th, 2017)

THIS OMNIBUS AMENDMENT AGREEMENT RELATING TO LOAN AGREEMENT (this "Agreement") is made as of the 3rd day of November, 2017, by each of the Borrowers, the SEACOR Guarantor, the SEACOR Parent, the MONTCO Parent, the Lenders, the Facility Agent and the Security Trustee (as each such term is hereinafter defined) and amends and is supplemental to (1) that certain senior secured loan agreement dated as of the 3rd day of August, 2015, as amended by an amendment no. 1 thereto ("Amendment No. 1") dated as of April 28, 2017, and as further amended by those certain letter agreements dated as of April 28, 2017, and June 30, 2017 (as amended, the "Loan Agreement"), by and among (i) FALCON GLOBAL LLC ("Falcon Global"), FALCON PEARL LLC ("Falcon Pearl") and FALCON DIAMOND LLC ("Falcon Diamond"), each a limited liability company organized under the laws of the Republic of the Marshall Islands, as joint and several borrowers (each, a "Borrower" and collectively, the "Borrowers"), (ii) DNB MARKETS, INC.

Fourth Omnibus Amendment Agreement (February 27th, 2017)

THIS FOURTH OMNIBUS AMENDMENT AGREEMENT (this "Amendment"), dated as of March 30, 2016, is entered into by and among ARMSTRONG RECEIVABLES COMPANY LLC, a Delaware limited liability company, as Seller (the "Seller" or the "SPV"), ARMSTRONG WORLD INDUSTRIES, INC., a Pennsylvania corporation (the "Company"), individually and as Servicer ("Armstrong"), ARMSTRONG HARDWOOD FLOORING COMPANY, a Tennessee corporation ("AHFC" and, together with Armstrong, the "Originators", and each an "Originator"), THE BANK OF NOVA SCOTIA, as Administrative Agent, Related Committed Purchaser and LC Bank ("Scotiabank", or, as applicable, the "Administrative Agent", the "Related Committed Purchaser" or the "LC Bank") and LIBERTY STREET FUNDING LLC, a Delaware limited liability company, as Conduit Purchaser (the "Conduit Purchaser").

RenaissanceRe Holdings Ltd. – Omnibus Amendment Agreement (November 2nd, 2016)

THIS OMNIBUS AMENDMENT AGREEMENT is dated as of October 1, 2016 (this "Amendment") between RENAISSANCE REINSURANCE LTD., a Bermuda company ("RRL") and CITIBANK EUROPE PLC (the "Bank"). In addition, BANK OF NEW YORK MELLON, as Custodian under the RSRL Control Agreement referred to below (the "Custodian"), is executing this Amendment to reflect its agreement to the amendment of the RSRL Control Agreement provided in Section 1 hereof and to acknowledge the directions contained in such Section.

Bowie Resource Partners LP – OMNIBUS AMENDMENT AGREEMENT (Fossil Rock Note and Waiver of Conditions) (June 19th, 2015)

THIS OMNIBUS AMENDMENT AGREEMENT (Agreement) is entered into and effective as of June 5, 2015, by and among (i) FOSSIL ROCK RESOURCES, LLC, a Delaware limited liability company (Fossil Rock), (ii) HUNTER PREP PLANT, LLC, a Delaware limited liability company (HPP), (iii) BOWIE COAL SALES, LLC, a Delaware limited liability company (BCS), (iv) FOSSIL ROCK FUELS, LLC, a Delaware limited liability company (FRF), and (v) PACIFICORP, an Oregon corporation (PCC).

Omnibus Amendment Agreement No. 2 (April 30th, 2015)

THIS OMNIBUS AMENDMENT AGREEMENT NO. 2 (this "Amendment"), dated as of February 23, 2015, is made among TANDEM DIABETES CARE, INC., a Delaware corporation (the "Borrower"), (i) the financial institutions listed on the signature pages hereof under the heading "EXISTING TERM LOAN LENDERS" (each an "Existing Term Loan Lender" and, collectively, the "Existing Term Loan Lenders") and (ii) the financial institutions listed on the signature pages hereof under the heading "NEW TRANCHE TERM LOAN LENDERS" (each an "New Tranche Term Loan Lender" and, collectively, the "New Tranche Term Loan Lenders", and together with the Existing Term Loan Lenders, the "Term Loan Lenders").

Pegasi Energy Resources Corporation. – Omnibus Amendment Agreement (March 30th, 2015)

This Omnibus Amendment Agreement (the "Agreement"), dated as of March 27, 2015, is by and among Pegasi Energy Resources Corporation, a Nevada corporation (the "Company") and each of the holders identified on the signature pages hereto (each, a "Holder" and collectively, the "Holders").

Contents of the Amended and Restated (March 30th, 2015)

I Offices II Shareholders' Meetings III Directors IV Executive Committee V Compensation of Directors and Members of the Executive Committee VI Meetings of the Board VII Officers VIII The Chairman of the Board IX Chief Executive Officer X The President XI Vice Presidents XII The Treasurer XIII The Secretary XIV Corporate Seal XV Duties of Officers May Be Delegated XVI Certificates of Shares XVII Transfers of Shares XVIII Closing of Transfer Books XIX Registered Shareholders XX Lost Share Certificates XXI Inspection of Books and Records XXII Checks XXIII Fiscal Year XXIV Dividends XXV Directors' Annual Statement: Annual Reports XXVI Notices XXVII Indemnification of Officers and Directors XXVIII Amendments

Omnibus Amendment Agreement (March 2nd, 2015)

THIS OMNIBUS AMENDMENT AGREEMENT (Agreement) is entered into and made effective as of October 3, 2014 (the Effective Date) by and between ARIAD PHARMACEUTICALS, INC., a Delaware corporation with its principal place of business at 26 Landsdowne Street, Cambridge, MA 02139 (ARIAD), and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation with a place of business at 2130 Holcombe Boulevard, Suite 850, Houston, TX 77030 (Bellicum). ARIAD and Bellicum may be referred to herein individually as a Party and collectively as Parties.

Omnibus Amendment Agreement (February 25th, 2015)

This AMENDED AND RESTATED CREDIT AGREEMENT (as amended as of the Amendment Effective Date pursuant to the Omnibus Amendment and as further amended, supplemented or otherwise modified, the "Agreement") is entered into as of September 24, 2013, among PEABODY ENERGY CORPORATION, a Delaware corporation (the "Borrower"), each lender from time to time party hereto (collectively, the "Lenders" and, individually, a "Lender"), CITIBANK, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, CITIGROUP GLOBAL MARKETS, INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BNP PARIBAS SECURITIES CORP., CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, HSBC SECURITIES (USA) INC., MORGAN STANLEY SENIOR FUNDING, INC., PNC CAPITAL MARKETS LLC and RBS SECURITIES INC., as joint lead arrangers and joint book managers, BANK OF AMERICA, N.A., as syndication agent, and MUFG UNION BANK, N.A., COMPASS BANK, CREDIT SUISSE SECURITIES (USA) LLC, J.P. MORGAN SECURITIES LLC, STANDARD CHARTERED BANK, U.S.

Omnibus Amendment Agreement (February 6th, 2015)

This AMENDED AND RESTATED CREDIT AGREEMENT (as amended as of the Amendment Effective Date pursuant to the Omnibus Amendment and as further amended, supplemented or otherwise modified, the Agreement) is entered into as of September 24, 2013, among PEABODY ENERGY CORPORATION, a Delaware corporation (the Borrower), each lender from time to time party hereto (collectively, the Lenders and, individually, a Lender), CITIBANK, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, CITIGROUP GLOBAL MARKETS, INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BNP PARIBAS SECURITIES CORP., CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, HSBC SECURITIES (USA) INC., MORGAN STANLEY SENIOR FUNDING, INC., PNC CAPITAL MARKETS LLC and RBS SECURITIES INC., as joint lead arrangers and joint book managers, BANK OF AMERICA, N.A., as syndication agent, and MUFG UNION BANK, N.A., COMPASS BANK, CREDIT SUISSE SECURITIES (USA) LLC, J.P. MORGAN SECURITIES LLC, STANDARD CHARTERED BANK, U.S. BANK NA

Adama Agricultural Solutions Ltd. – OMNIBUS AMENDMENT AGREEMENT Dated as of 26 March 2012, by and Among DONEGAL RECEIVABLES PURCHASING LIMITED, MAKHTESHIM AGAN INDUSTRIES LTD., NIEUW AMSTERDAM RECEIVABLES CORPORATION, COOPERATIEVE CENTRALE RAIFFEISEN- BOERENLEENBANK B.A., and COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. (Trading as Rabobank International), LONDON BRANCH (November 18th, 2014)
Bellicum Pharmaceuticals, Inc – Omnibus Amendment Agreement (November 18th, 2014)

THIS OMNIBUS AMENDMENT AGREEMENT (Agreement) is entered into and made effective as of October 3, 2014 (the Effective Date) by and between ARIAD PHARMACEUTICALS, INC., a Delaware corporation with its principal place of business at 26 Landsdowne Street, Cambridge, MA 02139 (ARIAD), and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation with a place of business at 2130 Holcombe Boulevard, Suite 850, Houston, TX 77030 (Bellicum). ARIAD and Bellicum may be referred to herein individually as a Party and collectively as Parties.

Adama Agricultural Solutions Ltd. – OMNIBUS AMENDMENT AGREEMENT Dated as of August 1, 2012, by and Among DONEGAL RECEIVABLES PURCHASING LIMITED, MAKHTESHIM AGAN INDUSTRIES LTD., NIEUW AMSTERDAM RECEIVABLES CORPORATION, COOPERATIEVE CENTRALE RAIFFEISEN- BOERENLEENBANK BA., and COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. (Trading as Rabobank International), LONDON BRANCH (November 10th, 2014)
Bellicum Pharmaceuticals, Inc – Omnibus Amendment Agreement (October 17th, 2014)

THIS OMNIBUS AMENDMENT AGREEMENT (Agreement) is entered into and made effective as of October 3, 2014 (the Effective Date) by and between ARIAD PHARMACEUTICALS, INC., a Delaware corporation with its principal place of business at 26 Landsdowne Street, Cambridge, MA 02139 (ARIAD), and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation with a place of business at 2130 Holcombe Boulevard, Suite 850, Houston, TX 77030 (Bellicum). ARIAD and Bellicum may be referred to herein individually as a Party and collectively as Parties.

Omnibus Amendment Agreement (November 5th, 2013)

This OMNIBUS AMENDMENT AGREEMENT (this Amendment) is entered into as of September 30, 2011, by and among Biocept, Inc., a California corporation (the Company), and each of the entities identified on the signature pages hereto (each an Investor and collectively the Investors).

Increased Commitment Supplement and Third Omnibus Amendment Agreement (October 1st, 2013)

This INCREASED COMMITMENT SUPPLEMENT AND THIRD OMNIBUS AMENDMENT AGREEMENT (this Supplement and Amendment) is dated as of September 30, 2013 (the Effective Date) and entered into by and among each entity set forth on the signature pages hereto and identified therein as a borrower (each, a Borrower, and collectively, the Borrowers), AMERICAN HOMES 4 RENT, L.P., a Delaware partnership and AH4R PROPERTIES, LLC, a Delaware limited liability company (each a the Pledgor/Guarantor and collectively, the Pledgors/Guarantors), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (Lender).

Omnibus Amendment Agreement (September 23rd, 2013)

This OMNIBUS AMENDMENT AGREEMENT (this Amendment) is entered into as of September 30, 2011, by and among Biocept, Inc., a California corporation (the Company), and each of the entities identified on the signature pages hereto (each an Investor and collectively the Investors).

Omnibus Amendment Agreement (September 23rd, 2013)

This OMNIBUS AMENDMENT AGREEMENT (this Amendment) is entered into as of November 8, 2012, by and among Biocept, Inc., a California corporation (the Company), and The Reiss Family Survivors Trust UDT dated December 19, 1988 (the Survivors Trust), The Reiss Family GST Ex Marital Deduction Trust UDT 12/19/1988 (the Marital Trust), M. Faye Wilson, Bruce E. Gerhardt and Hale Biopharmaventures, LLC (collectively, the Investors).

Delta Petroleum Corporation – Eighth Amendment to Delayed Draw Term Loan Credit Agreement and Omnibus Amendment Agreement (June 28th, 2013)

EIGHTH AMENDMENT TO DELAYED DRAW TERM LOAN CREDIT AGREEMENT AND OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of June 24, 2013 by and among Par Petroleum Corporation, a Delaware corporation (the Borrower), the Guarantors party thereto (the Guarantors and together with the Borrower, each a Credit Party and collectively, the Credit Parties), the undersigned Lenders party hereto, and Jefferies Finance LLC, as administrative agent (the Administrative Agent).

Third Omnibus Amendment Agreement (April 29th, 2013)

THIS THIRD OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of March 28, 2013, is entered into by and among ARMSTRONG RECEIVABLES COMPANY, LLC, a Delaware limited liability company, as Seller (the Seller), ARMSTRONG WORLD INDUSTRIES, INC., a Pennsylvania corporation (the Company), individually and as Servicer (Armstrong), ARMSTRONG HARDWOOD FLOORING COMPANY, a Tennessee corporation ((AHFC), and, together with Armstrong, the Originators, and each an Originator), THE BANK OF NOVA SCOTIA, as Administrative Agent, Related Committed Purchaser and LC Bank (Scotiabank, or, as applicable, the Administrative Agent, the Related Committed Purchaser or the LC Bank) and LIBERTY STREET FUNDING LLC, a Delaware limited liability company, as Conduit Purchaser (the Conduit Purchaser).

Delta Petroleum Corporation – Third Amendment to Delayed Draw Term Loan Credit Agreement, Joinder, Waiver, Consent and Omnibus Amendment Agreement (February 15th, 2013)

THIRD AMENDMENT TO DELAYED DRAW TERM LOAN CREDIT AGREEMENT, JOINDER, WAIVER, CONSENT AND OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of December 28, 2012 by and among Par Petroleum Corporation, a Delaware corporation (the Borrower), the Guarantors party thereto (the Guarantors and together with the Borrower, each a Credit Party and collectively, the Credit Parties), the undersigned Lenders party hereto, and Jefferies Finance LLC, as administrative agent (the Administrative Agent).

Delta Petroleum Corporation – Third Amendment to Delayed Draw Term Loan Credit Agreement, Joinder, Waiver, Consent and Omnibus Amendment Agreement (January 3rd, 2013)

THIRD AMENDMENT TO DELAYED DRAW TERM LOAN CREDIT AGREEMENT, JOINDER, WAIVER, CONSENT AND OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of December 28, 2012 by and among Par Petroleum Corporation, a Delaware corporation (the Borrower), the Guarantors party thereto (the Guarantors and together with the Borrower, each a Credit Party and collectively, the Credit Parties), the undersigned Lenders party hereto, and Jefferies Finance LLC, as administrative agent (the Administrative Agent).

Authentidate Holding Corp. – Omnibus Amendment Agreement (September 28th, 2012)

This OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of September 24, 2012, is entered into by and among AUTHENTIDATE HOLDING CORP., a Delaware corporation (the Company) and each of the holders of the Prior Notes (as such term is defined below) listed on the signature pages hereto.

Omnibus Amendment Agreement (March 4th, 2011)

THIS OMNIBUS AMENDMENT AGREEMENT (this Amendment) is made and entered into as of February 28, 2011, and shall be effective as of February 28, 2011 upon the satisfaction of all of the conditions to effectiveness set forth in Article IV hereof (the Effective Date) by and between SWISHER INTERNATIONAL, INC., a Nevada corporation (Swisher), HB SERVICE, LLC, a Delaware limited liability company (HB Service), and WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by merger to Wachovia Bank, National Association) (the Bank) and the other Persons party hereto.

Omnibus Amendment Agreement, Limited Consent and Waiver (November 9th, 2010)

THIS OMNIBUS AMENDMENT AGREEMENT, LIMITED CONSENT AND WAIVER (this Amendment) is made and entered into as of October 28, 2010, by and between SWISHER INTERNATIONAL, INC., a Nevada corporation (Swisher), HB SERVICE, LLC, a Delaware limited liability company (HB Service), WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by merger to Wachovia Bank, National Association) (the Bank) and the other Persons party hereto.

Omnibus Amendment Agreement, Limited Consent and Waiver (November 9th, 2010)

THIS OMNIBUS AMENDMENT AGREEMENT, LIMITED CONSENT AND WAIVER (this Amendment) is made and entered into as of August 13, 2010, by and between SWISHER INTERNATIONAL, INC., a Nevada corporation (Swisher), HB SERVICE, LLC, a Delaware limited liability company (HB Service), WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by merger to Wachovia Bank, National Association) (the Bank) and the other Persons party hereto.

Omnibus Amendment Agreement (November 9th, 2010)

THIS OMNIBUS AMENDMENT AGREEMENT, LIMITED CONSENT AND WAIVER (this Amendment) is made and entered into as of November 5, 2010, and shall be effective as of November 5, 2010 (the Effective Date) by and between SWISHER INTERNATIONAL, INC., a Nevada corporation (Swisher), HB SERVICE, LLC, a Delaware limited liability company (HB Service), and WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by merger to Wachovia Bank, National Association) (the Bank) and the other Persons party hereto.

Omnibus Amendment Agreement (August 6th, 2010)
Omnibus Amendment Agreement (August 6th, 2010)
Cvr Energy Inc. – Omnibus Amendment Agreement and Consent Under the Intercreditor Agreement (April 12th, 2010)

This OMNIBUS AMENDMENT AGREEMENT AND CONSENT UNDER THE INTERCREDITOR AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this Omnibus Amendment) is dated as of April 06, 2010, by and among COFFEYVILLE RESOURCES, LLC, a Delaware limited liability company (Company), COFFEYVILLE FINANCE INC., a Delaware corporation (Coffeyville Finance and, together with the Company, the Issuers), COFFEYVILLE PIPELINE, INC., a Delaware corporation (Pipeline), COFFEYVILLE REFINING & MARKETING, INC., a Delaware corporation (Refining), COFFEYVILLE NITROGEN FERTILIZERS, INC., a Delaware corporation (Fertilizers), COFFEYVILLE CRUDE TRANSPORTATION, INC., a Delaware corporation (Transportation), COFFEYVILLE TERMINAL, INC., a Delaware corporation (Terminal), CL JV HOLDINGS, LLC, a Delaware limited liability company (CL JV and together with Pipeline, Refining, Fertilizers, Transportation and Terminal, collectively, Current Holdings) and CERTAIN SUBSIDIARIES OF HOLDING

Unigene Laboratories – Omnibus Amendment Agreement (March 16th, 2010)

This OMNIBUS AMENDMENT AGREEMENT (this Amendment), dated as of October 19, 2009, is by and among UNIGENE LABORATORIES, INC. (Principal Borrower), VICTORY PARK MANAGEMENT, LLC, as administrative agent and collateral agent (Agent) and the Holders signatory hereto. Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in the Financing Agreement (as hereinafter defined).