A modification clause outlines the conditions and procedures required to alter the terms of an existing contract. It typically requires mutual consent from all parties involved and may specify that modifications must be made in writing and signed by authorized representatives.
Field Value reflects Modification Date per the Modification agreement
Twenty-Third Amendment to Modification Agreement Modification Agreement to Credit Agreement As previously reported by CareView Communications, Inc. (the “Company”) in our Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on February 5, 2018, the Company, CareView Communications, Inc., a Texas corporation and a wholly owned subsidiary of the Company (the “Borrower”), CareView Operations, L.L.C., a Texas limited liability company and a wholly owned subsidiary of the Borrower (the “Subsidiary Guarantor”), and PDL Investment Holdings, LLC (as assignee of PDL BioPharma, Inc.), in its capacity as administrative agent and lender (the “Lender”) under the Credit Agreement (the “Credit Agreement”) dated as of June 26, 2015, as amended, by and among the Company, the Borrower and the Lender, entered into a Modification Agreement on February 2, 2018, effective as of December 28, 2017 (the “Modification Agreement”), with respect to the Credit Agreement in order to modify certain provisions of the Credit Agreement and Loan Documents (as defined in the Credit Agreement) to prevent an Event of Default (as defined in the Credit Agreement) from occurring.
Under the Modification Agreement, the parties agreed that (i) the Borrower would not make the principal payment due under the Credit Agreement on December 31, 2017 until the end of the Modification Period (as defined below), (ii) the Borrower would not pay the principal installments due at the end of each calendar quarter during the Modification Period and (iii) because the Borrower’s Liquidity (as defined in the Credit Agreement) was anticipated to fall below $3,250,000, the Liquidity required during the Modification Period would be lowered to $2,500,000 (collectively, the “Covered Events”). The Lender agreed that the occurrence and continuance of any of the Covered Events will not constitute Events of Default for a period (the “Modification Period”) from December 28, 2017 through the earliest to occur of (a) any Event of Default under any Loan Documents that does not constitute a Covered Event, (b) any event of default under the Modification Agreement, (c) the Lender’s election, in its sole discretion, to terminate the Modification Period on May 31, 2018 or September 30, 2018 (with each such date permitted to be extended by the Lender in its sole discretion) by delivering a written notice to the Borrower on or prior to such date, or (d) December 31, 2018.
In consideration of the Lender’s entry into the Modification Agreement, the Company and the Borrower agreed, among other things, that the Borrower would obtain (i) at least $2,250,000 in net cash proceeds from the issuance of Capital Stock (other than Disqualified Capital Stock) or Debt (each such term as defined in the Credit Agreement) on or prior to February 23, 2018 and (ii) an additional $3,000,000 in net cash proceeds from the issuance of Capital Stock (other than Disqualified Capital Stock) or Debt on or prior to May 31, 2018 (resulting in aggregate net cash proceeds of at least $5,250,000).
Fifth Amendment to Modification Agreement As previously reported in our Current Report on Form 8-K filed with the SEC on October 4, 2018, the Company, the Borrower, the Subsidiary Guarantor and the Lender entered into a Fifth Amendment to Modification Agreement (the “Fifth Modification Agreement Amendment”) on September 28, 2018, pursuant to which the parties agreed to amend the Modification Agreement to provide that the dates on which the Lender may elect, in the Lender’s sole discretion, to terminate the Modification Period would be July 31, 2018 and November 12, 2018 (with each such date permitted to be extended by the Lender in its sole discretion); that the Borrower could satisfy its obligations under the Modification Agreement to obtain financing by obtaining (i) at least $2,050,000 in net cash proceeds from the issuance of Capital Stock (other than Disqualified Capital Stock) or Debt on or prior to February 23, 2018 and (ii) an additional (A) $750,000 in net cash proceeds from the issuance of Capital Stock (other than Disqualified Capital Stock) or Debt on or prior to July 13, 2018 and (B) $750,000 in net cash proceeds from the issuance of Capital Stock (other than Disqualified Capital Stock) or Debt on or prior to November 12, 2018 (rather than September 30, 2018) (resulting in aggregate net cash proceeds of at least $3,550,000); and that the Liquidity required during the Modification Period would be lowered to $1,825,000 from $2,500,000.
TWENTIETH AMENDMENT TO MODIFICATION AGREEMENT This TWENTIETH AMENDMENT TO MODIFICATION AGREEMENT (this “Amendment”) is made and entered into as of April 17, 2020 (the “Amendment Effective Date”), by and among CAREVIEW COMMUNICATIONS, INC., a Nevada corporation (“Holdings”), CAREVIEW COMMUNICATIONS, INC., a Texas corporation and a wholly owned subsidiary of Holdings (the “Borrower”), CAREVIEW OPERATIONS, L.L.C., a Texas limited liability company (the “Subsidiary Guarantor”), and PDL INVESTMENT HOLDINGS, LLC (as assignee of PDL BioPharma, Inc.), a Delaware limited liability company (both in its capacity as the lender (“Lender”) and in its capacity as Agent (solely in such capacity as Agent, the “Agent”)) under the Credit Agreement (as defined below).
A. Reference is made to that certain Credit Agreement dated as of June 26, 2015, among Holdings, the Borrower, the Lender and the Agent (as amended, supplemented or modified as of the date hereof (the “Credit Agreement”), including pursuant to that certain First Amendment to Credit Agreement dated as of October 7, 2015, that certain Modification Agreement dated as of February 2, 2018 (the “Modification Agreement”), that certain Second Amendment to Credit Agreement dated as of February 23, 2018 (the “Second Amendment”), that certain Amendment to Modification Agreement dated as of May 31, 2018 (the “First Modification Amendment”), that certain Second Amendment to Modification Agreement dated as of June 14, 2018 (the “Second Modification Amendment”), that certain Third Amendment to Modification Agreement dated as of June 28, 2018 (the “Third Modification Amendment”), that certain Third Amendment to Credit Agreement dated as of July 13, 2018, that certain Fourth Amendment to Modification Agreement dated as of August 31, 2018 (the “Fourth Modification Amendment”), that certain Fifth Amendment to Modification Agreement dated as of September 28, 2018 (the “Fifth Modification Amendment”), that certain Sixth Amendment to Modification Agreement dated as of November 12, 2018 (the “Sixth Modification Amendment”), that certain Seventh Amendment to Modification Agreement dated as of November 19, 2018 (the “Seventh Modification Amendment”), that certain Eighth Amendment to Modification Agreement dated as of December 3, 2018 (the “Eighth Modification Amendment”), that certain Ninth Amendment to Modification Agreement dated as of December 17, 2018 (the “Ninth Modification Amendment”), that certain Tenth Amendment to Modification Agreement dated as of January 31, 2019 (the “Tenth Modification Amendment”), that certain Eleventh Amendment to Modification Agreement dated as of February 28, 2019 (the “Eleventh Modification Amendment”), that certain Twelfth Amendment to Modification Agreement dated as of March 29, 2019 (the “Twelfth Modification Amendment”), that certain Fourth Amendment to Credit Agreement dated as of April 9, 2019, that certain Thirteenth Amendment to Modification Agreement dated as of April 29, 2019 (the “Thirteenth Modification Amendment”), that certain Fifth Amendment to Credit Agreement dated as of May 15, 2019, that certain Fourteenth Amendment to Modification Agreement dated as of May 15, 2019 (the “Fourteenth Modification Amendment”), that certain Fifteenth Amendment to Modification Agreement dated as of September 30, 2019 (the “Fifteenth Modification Amendment”), that certain Sixteenth Amendment to Modification Agreement dated as of November 29, 2019 (the “Sixteenth Modification Amendment”), that certain Seventeenth Amendment to Modification Agreement dated as of December 31, 2019 (the “Seventeenth Modification Amendment”), that certain Eighteenth Amendment to Modification Agreement dated as of January 17, 2020 (the “Eighteenth Modification Amendment”), and that certain Nineteenth Amendment to Modification Agreement dated as of January 28, 2020 (the “Nineteenth Modification Amendment”); capitalized terms used and not defined in this Amendment shall have the meaning set forth in the Credit Agreement.
ARTICLE I. AMENDMENTS TO MODIFICATION AGREEMENT Upon the Amendment Effective Date: 1.1 Modification Period. Section 2 of the Modification Agreement, as amended by the First Modification Amendment, the Fifth Modification Amendment, the Sixth Modification Amendment, the Seventh Modification Amendment, the Eighth Modification Amendment, the Ninth Modification Amendment, the Tenth Modification Amendment, the Eleventh Modification Amendment, Twelfth Modification Amendment, the Thirteenth Modification Amendment, the Fourteenth Modification Amendment, the Fifteenth Modification Amendment, the Sixteenth Modification Amendment, the Seventeenth Modification Amendment, the Eighteenth Modification Amendment, and the Nineteenth Modification Amendment is amended and restated in its entirety as follows:
“2. Modification Period. Subject to the terms and conditions set forth herein, so long as no Modification Termination Event (as defined below) shall have occurred, each of the Agent and the Lender agrees that the occurrence and continuance of any of the Covered Events shall not constitute Events of Default from the Effective Date through the earliest to occur of any Modification Termination Event (the “Modification Period”) and, for the avoidance of doubt, that the Default Rate shall not apply during the Modification Period. As used herein, “Modification Termination Event” shall mean the earliest to occur of: (a) the occurrence of any Event of Default under any Loan Documents that does not constitute a Covered Event; (b) the occurrence of any Agreement Event of Default (as defined below); (c) the Lender’s delivery to Holdings and the Borrower of a Lender Termination Notice (as defined below); and (d) September 30, 2020, subject to the Lender’s right, in its sole discretion, to terminate the Modification Period on July 31, 2018 and September 30, 2020 (with each such date permitted to be extended by the Lender in its sole discretion). Notwithstanding any other provision of this Modification Agreement or any other Loan Document, all principal and interest otherwise due to Lender through the end of the Modification Agreement shall be due and payable at the end of the Modification Period and if not paid in full in Cash at that time shall bear interest at the Default Rate from and after the end of the Modification Period.”
3.1 Modification and Loan Document. This Amendment is a Modification Document and Loan Document executed pursuant to the Credit Agreement and shall (unless otherwise expressly indicated therein) be construed, administered and applied in accordance with the terms and provisions of the Credit Agreement.
AIVER, CONSENT AND MODIFICATION TO LOAN AND SECURITY AGREEMENT This Waiver and Modification to Loan and Security Agreement (this “Modification”) is entered into as of June 28, 2019 (the “Modification Effective Date”), by and between Partners for Growth IV, L.P., a Delaware limited partnership with its principal place of business at 1751 Tiburon Blvd., Tiburon, California 94920 (“PFG”) Borqs Hong Kong Limited, a Hong Kong company, and Borqs Technologies (HK) Limited, each with its principal place of business at Office B, 21/F, Legend Tower, 7 Shing Yip Street, Kwun Tong, Kowloon, Hong Kong (“Borrower”), and BORQS International Holding Corp, a Cayman Islands company (“Holdings”) as guarantor of the obligations of Borrower under that certain Loan and Security Agreement between PFG and Borrower dated as of August 26, 2016 (as amended, the “Loan Agreement”). Capitalized terms used but not defined herein have their meanings as set forth in the Loan Agreement.
7. CONDITIONS. The effectiveness of this Modification is conditioned upon each of: 7.1 Execution and Delivery. Each Obligor shall have duly executed and delivered a counterpart of this Modification to PFG. 7.2 Lender Expenses. Promptly upon PFG invoice, Borrower shall have promptly paid all Lender Expenses noticed by PFG in connection with this Modification. 7.3 Waiver and Modification Fee. Promptly upon PFG invoice, Borrower shall have promptly paid PFG a fee in consideration of this Modification in the amount of $1,091 provided, however, if Borrower fails to meet either of the Revenue or EBITDA threshold under Section 5 of the Schedule, as amended by this Modification (regardless of whether Borrower’s performance is measured for any particular period for purposes of compliance with the Loan Agreement), then the above-referenced fee shall increase to $1,455. 7.4 Updated Representations. Within ten (10) Business Days from the Modification Effective Date, Borrower shall have provided an update to the Representations. The failure of any of the conditions set forth in this Section 7 shall constitute an immediate Event of Default.
14. GOVERNING LAW; VENUE. THIS MODIFICATION SHALL BE GOVERNED BY AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA. Borrower and PFG submit to the exclusive jurisdiction of the State and Federal courts in Santa Clara County, California, in connection with any proceeding or dispute arising in connection herewith.
2. Modification to the Agreement. Subject to the satisfaction of the conditions precedent as set forth in Section 3 hereof, the Agreement is hereby modified as set forth below. (a)The following defined term, which is set forth in Exhibit A of the Agreement, is given the following amended definition: 'Revolving Maturity Date' means November 30, 2019."
Counterparts. This Modification may be executed in one or more counterparts, each of which shall be deemed an original but all of which taken together shall constitute one and the same Agreement, and shall become effective when one or more counterparts have been signed by each of the parties hereto and delivered to the other party.
MODIFICATION: There is no evidence of current or prior modification.
Modification refers to the process of making changes to a particular item, document, or agreement to better suit the needs of the parties involved or to update its terms to reflect new circumstances. In legal and contractual contexts, a modification is an alteration to the terms of a contract, which is agreed upon by all parties involved.
Modifications are often necessary in various situations, such as:
Changing Needs: When the original terms no longer meet the needs of the parties due to unforeseen circumstances or changing conditions.
Error Correction: To correct any errors or omissions found in the original document.
Adding Clarity: To clarify any ambiguities or vague terms that may have been present in the original agreement.
Regulatory Compliance: To ensure compliance with new laws or regulations that affect the contract terms.
Modifications help ensure that the contract remains relevant, enforceable, and reflective of the agreed-upon intentions of the parties involved.
Writing a modification involves several key steps to ensure clarity and enforceability:
Express Agreement: All parties to the original contract must agree on the changes. This can involve negotiations and discussions.
Document the Changes: Clearly outline the specific changes to the language, conditions, or specifications in the contract.
Format Properly: Integrate the modification document in a manner consistent with the original contract format. This could be an addendum, an amendment, or a redlined version of the original text.
Reference the Original: Include references to the original contract, detailing which sections are being modified.
Signature and Date: All parties must sign and date the modification document, indicating their agreement to the new terms.
Legal Review: Consider a legal review to ensure the modification complies with applicable law and clearly reflects the intent of the parties.
Many types of contracts might necessitate modifications over their term, including:
Sales Contracts: Often modified to reflect changes in product specifications, delivery dates, or prices.
Service Agreements: May require updating to alter the scope of services or adjust payment terms.
Employment Contracts: Commonly modified to amend job duties, salary packages, or employment status.
Lease Agreements: These are frequently subject to modifications for changes in lease terms or rent amounts.
Construction Contracts: Dynamic in nature, often requiring modifications due to changes in project scope or unforeseen delays.
Using modifications ensures that agreements continue to be aligned with the current realities of the parties’ business or personal relationship.
Try our AI contract analysis and extract important clauses and information from existing contracts.
< <
Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
Monetary consideration refers to the financial compensation or payment exchanged between parties within a contract as part of their mutual agreement. It serves as a crucial element to validate a contract and may involve a specified amount agreed upon for services, goods, or other contractual obligations.
A month-to-month tenancy clause outlines a rental agreement where the tenancy automatically renews each month until either party provides a notice to terminate the arrangement. This type of tenancy offers flexibility for both the tenant and landlord, typically requiring a 30-day notice period for termination.
A monthly retainer clause stipulates a fixed fee paid to a service provider or consultant on a recurring monthly basis to ensure their availability and commitment to perform specified duties or services. This arrangement is common in professional services, allowing clients to secure consistent access to expertise while providing the service provider with predictable income.
Fill out the form and we will get in touch with you to give you a personal, customized demo of fynk.
Greetings!
I'm Markus, co-founder of fynk. After you've submitted the form, I'll swiftly get in touch with you.
Also, right after you submit your details, you can pick a time that works best for you for our meeting.
