Amendment of Certain Agreements. Make or permit to be made any amendment or modification of, or waive any of its rights under, the Agreements of Limited Partnership or the LLC Agreement that materially impairs (a) the creditworthiness of any Loan Party or (b) the rights or interests of the Lenders hereunder; provided that amendments, modifications and waivers (i) determined by the general partner of a Guarantor or managing member of the Borrower as necessary or appropriate in connection with the creation, authorization or issuance of any class or series of equity interests in any Guarantor or the Borrower; (ii) reflecting the admission, substitution, withdrawal or removal of partners in any Guarantor or member of the Borrower; (iii) reflecting a change in the name of any Loan Party, the location of the principal place of business of any Loan Party, the registered agent of any Loan Party or the registered office of any Loan Party; (iv) determined by the general partner or the managing member of a Loan Party, as applicable, to be necessary or appropriate to address changes in U.S. Federal income tax regulations, legislation or interpretation; (v) reflecting a change in the fiscal year or taxable year of any Loan Party and any other changes that the general partner or the managing member, as applicable, of a Loan Party determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of any Loan Party including a change in the dates on which distributions are to be made by any Loan Party; or (vi) necessary for the consummation of Permitted Restructuring Transactions, shall be permitted.
Amendment of Certain Agreements. (a) Amend, modify or waive any of its Organization Documents in a manner materially adverse to the Administrative Agent or any Lender.
Amendment of Certain Agreements. Upon the execution of this Agreement by the Company and Prudential, paragraph 5 and 6 of the Existing Agreement are hereby amended in their entirety so as to read as set forth, respectively, in paragraphs 5 and 6 of this Agreement and defined terms and cross references used in paragraphs 5 and 6 of the Existing Agreement, as amended hereby, shall be deemed to have the respective meanings ascribed thereto in, and refer to paragraphs in, this Agreement; PROVIDED, HOWEVER, that any reference to a “Note” or “Notes” in the Existing Agreement, as amended hereby, shall mean the notes issued under and pursuant to the Existing Agreement. No termination of this Agreement in whole or in part or any modification hereof, shall affect the continued applicability of this paragraph and the covenants referred to herein to the Existing Agreement. In addition, upon the execution of this Agreement by the Company and Prudential (i) the amounts “$1,000,000” and “$5,000,000” appearing in paragraph 7A(iii) of the Existing Agreement are hereby deleted and the amounts “$5,000,000 and “$10,000,000” are hereby respectively substituted therefor and (ii) paragraphs 7A(xii) and 10C of the Existing Agreement and paragraphs 3(xi) and 5B of the Inducement Agreement are amended and restated in their entirety so as to read as set forth in paragraph 7A(xii) of this Agreement (in the case of paragraphs 7A(xii) of the Existing Agreement and 3(xi)of the Inducement Agreement) and 10C of this Agreement (in the case of paragraph 10C of the Existing Agreement and paragraph 5B of the Inducement Agreement). Very truly yours, BEARINGS, INC. By: ______________________________________ Xxxx X. Xxxxxxx Vice President and Treasurer The foregoing Agreement is hereby accepted as of the date first above written. PGIM, INC. By: _________________________________ Vice President EXHIBIT A INFORMATION SCHEDULE Authorized Officers for Prudential P. Xxxxx xxx Xxxxxxx Xxxxx X. Xxxxxxxxxx Managing Director Managing Director Prudential Capital Group Prudential Capital Group Two Prudential Plaza Two Prudential Plaza Suite 5600 Suite 5600 Chicago, Illinois 60601 Xxxxxxx, Xxxxxxxx 00000 Telephone: (000) 000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Facsimile: (000) 000-0000 Xxxx Miering Xxxxxxx X. Xxxxxxxxx Managing Director Senior Vice President Central Credit Prudential Capital Group Prudential Capital Group Two Prudential Xxxxx Xxxx Xxxxxxx Xxxxxx Xxxxx 0000 000 Xxxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 Xxx...
Amendment of Certain Agreements. Amend or modify, or waive any of its rights under any of its Organization Documents or any Material Contract, in any case in a manner that is material and adverse to the Administrative Agent, any Lender or the Issuing Lender; provided, that nothing in this Agreement shall require any member of the Consolidated Group to maintain or to renew, or shall prohibit any member of the Consolidated Group from terminating, any Material Contract, so long as the failure to maintain or renew or the termination of such Material Contract (and, if applicable, after giving effect to any new contract entered or to be entered into in full or partial replacement of such Material Contract) could not reasonably be expected to have a Material Adverse Effect.
Amendment of Certain Agreements. Amend or modify any agreement or instrument entered into in connection with the Indebtedness permitted by Section 7.03(h) in a manner that causes such agreement or instrument to have terms or conditions that are not permitted by Section 7.03(h).
Amendment of Certain Agreements. Amend, modify or waive any of its rights under its Organization Documents, other than any amendment or modification permitted under Section 7.20, or (b) any Senior Loan Document (other than any amendment, modification, or waiver that is permitted under the terms of the Senior Subordination Agreement).
Amendment of Certain Agreements. Amend, modify or waive any term or provision of (i) its articles of incorporation or by-laws or (ii) the Amro Subordinated Note.
Amendment of Certain Agreements. All agreements set forth in Company Disclosure Schedule 7.2.9 will have been amended as provided in such schedule, and such amendments will be in full force and effect.
Amendment of Certain Agreements. No Loan Party will, nor will it permit any Subsidiary to, amend, modify or waive any of its rights under (a) any agreement relating to any Subordinated Indebtedness, (b) its certificate of incorporation, by laws, operating, management or partnership agreement or other organizational documents or (c) any other agreement listed on Schedule 3.12 hereto (including any material agreement entered into in accordance with the Omnibus Agreement), to the extent any such amendment, modification or waiver (i) would materially and adversely affect the ability of any Loan Party to operate its business in the ordinary course or the rights of the Lender under the Loan Documents, or (ii) could reasonably be expected to have a Material Adverse Effect.
Amendment of Certain Agreements. Amend or modify in any material respect any License, any agreement or instrument evidencing Subordinated Debt, or any material agreement listed in Schedule 4.14 to which the Borrower is a party, without the prior written consent of the Lender.
