Amendment to Section 2.3(a)

Amendment to Section 2.3(a). Section 2.3(a) of the Agreement is hereby amended by deleting current Section 2.3(a) and replacing it with the following new Section 2.3(a): "(a) Seller shall deliver to Purchaser no later than 11:00 a.m. New York time on June 15, 2015, a certificate prepared by Seller (the "Pre-Closing Certificate"), which shall specify Seller's good faith estimate as of the Effective Time of the (i) Estimated Cash; (ii) the Aggregate Option Cash Payment Amount; (iii) the Estimated Indebtedness separately... setting forth the Debt Payments and the Capital Lease Obligations; (iv) the Estimated Company Transaction Expenses (including the Sale Bonus Amounts and the amount of the employer portion of any employment Taxes payable with respect to such Sale Bonus Amounts and with respect to the Aggregate Option Cash Payment Amount); (v) the Working Capital Adjustment; and (vi) the Initial Payment Amount with respect thereto. View More