NEW SECTION. Section 8.2. (b) is added in its entirety to read as follows:
NEW SECTION. Section 36 is hereby added to the Rights Agreement. Such new section shall read in its entirety as follows:
NEW SECTION. Section 9.4 is added in its entirety to read as follows:
NEW SECTION. The following new Section shall be added to Article 4:
NEW SECTION. 46. A new Section 46 is added as follows:
NEW SECTION. A new Section 35 shall be added to the Rights agreement which shall read in its entirety: Notwithstanding anything herein to the contrary, immediately prior to the Acceptance Time (as defined in the Merger Agreement), this Agreement shall terminate and shall have no further force and effect and the Rights shall expire and become null and void, without any payment, liability or obligation on the part of the Company, the Rights Agent or the holders of any Rights to any holder. The Company shall give the Rights Agent prior written notice of the Acceptance Time and shall remain obligated to pay the Rights Agent and to indemnify the Rights Agent in accordance with Section 18 of the Rights Agreement.
NEW SECTION. The Agreement is hereby further modified by the addition of a new Section 23, as follows:
NEW SECTION. 135N.1 Direct primary care agreements. 1.
NEW SECTION. Sec. 2. A new section is added to chapter 47.20 6 RCW to read as follows: 7 The department is authorized to determine the location of the 0 xxxxxxx in consultation with and approval by the governing authority 9 of the Lummi Nation. The department may then proceed with the design 10 and construction of the roadway. After construction of the roadway is 11 complete, the Lummi Nation shall be responsible for the operation and 12 maintenance and future improvement of the roadway as a public road. 13 NEW SECTION. Sec. 3. A new section is added to chapter 47.20 14 RCW to read as follows: 15 The cooperative agreement shall allow the department to request a 16 temporary construction easement from the Lummi Nation for the purpose 17 of constructing the new road. The cooperative agreement shall also 18 reserve to the governing authority of the Lummi Nation authority to 19 construct road intersections or grade separation crossings of the 00 xxxxxxx, in accordance with applicable laws. The agreement may also 21 authorize the governing authority of the Lummi Nation to convey to 22 the United States an easement to construct, maintain, and repair 23 roadway improvements if such an easement is required by regulations 24 of the bureau of Indian affairs. Passed by the Senate April 19, 2023. Passed by the House April 7, 2023. Approved by the Governor May 11, 2023. Filed in Office of Secretary of State May 11, 2023.
NEW SECTION. 8.16. A new Section 8.16 is hereby added to read as follows: "Promptly after the Closing, but in any event within sixty days following the Closing Date, Buyer shall cause SBCL to pay all amounts earned through the Closing to all of the Continued Employees in accordance with all variable compensation plans maintained by Seller or any of its Affiliates for the benefit of the Continued Employees immediately prior to the Closing including, but not limited to, those items listed in Section 3.13 of the Seller's Disclosure Schedule. In order to effect such payment, Seller shall be responsible for the administration of such bonus payments, including the preparation and distribution of any communications, the calculation of such bonus payments and shall provide Buyer a copy of all such communications and the basis for calculations. The aggregate gross amount of such payments, and other amounts accruing as a result of such payments (including payroll taxes and employer matches under the 401(k) or other plans) shall be accrued and reflected as a liability on the statement of Consolidated Tangible Net Worth of the Business as of the Closing Date."
