Examples of Amended Stock Purchase Agreement in a sentence
It shall also constitute a default hereunder if, in the case of any payment required to be made under Article II, Section 6.12 or Sections 11.02(a)(vii),(viii) or (ix) of the Amended Stock Purchase Agreement or the non-indemnification provisions of any Ancillary Agreement, or pursuant to the Special Asset Protection Agreement, the Pledgor and AIG shall fail to make such payment in full in accordance with Sections 6.24 and 11.05(a)(i) and (ii) of the Amended Stock Purchase Agreement.
Any instructions from Secured Party shall specify the portions of the Indemnification Collateral with respect to which such remedies shall be exercised as specified in Section 11.05 of the Amended Stock Purchase Agreement and shall certify that such Indemnification Collateral has the value required by the preceding sentence.
At the Closing (as defined in the Amended Stock Purchase Agreement), Pledgor shall deliver or cause to be delivered in the method specified in Section 2.3 to Securities Intermediary the Initial Collateral for credit to and/or deposit in the Indemnification Collateral Account, and Pledge Collateral Agent shall establish the Pledge Collateral Accounts and credit the Pledge Collateral thereto as provided in the Pledge Agreement.
Xxxxxxx also demands legal fees and expenses under a prevailing-party provision in the Amended Stock Purchase Agreement.
The Shareholder may, however, withhold payment of any tax assessment or claim if a good faith dispute exists as to the obligation to pay and, notwithstanding anything in this Agreement, the Amended Stock Purchase Agreement or the Note to the contrary, the Shareholder will not have any obligation to pay taxes imposed on the income of Secured Party as a result of the transaction contemplated herein or therein or otherwise.
The Amended Stock Purchase Agreement is confirmed as being in full force and effect.
Secured Party, by accepting this Agreement, the Amended Stock Purchase Agreement or the Note agrees that it shall not xxx for, seek or demand any deficiency judgment against Shareholder in any such action or proceeding, under or by reason of or under or in connection with this Agreement, the Amended Stock Purchase Agreement or the Note.
The section and other headings and subheadings contained in this Amendment are solely for the purpose of reference, are not part of the agreement of the parties hereto, and shall not in any way affect the meaning or interpretation of this Amendment or the Amended Stock Purchase Agreement.
The Original Pledge Agreement is hereby terminated and shall cease to be of any further or effect and simultaneously this Amended and Restated Pledge Agreement shall now govern the security interest being granted by Shareholder in favor of Secured Party under the Stock Purchase Agreement, as amended by Amendment No. 1 (collectively referred to as the "Amended Stock Purchase Agreement").
Subject to the terms of that certain ----------------------- Amendment to Stock Purchase Agreement (the "Amended Stock Purchase Agreement") dated as of May 21, 1999 and executed between Xxxxxx.xxx and HGTV and certain stockholders of Xxxxxx.xxx, Xxxxxx.xxx will issue 262,237 shares of its $.01 par value Series E Convertible Preferred Stock (the "In-kind Stock") to HGTV in exchange for HGTV issuing an advertising credit to Xxxxxx.xxx in the amount of $1,499,995.64 (the "Advertising Credit").