Amendment to an Agreement - Template, Sample Form Pro · EN-CA-law

AMENDING AGREEMENT NO. ________

(the "Amendment")

THIS AMENDING AGREEMENT is made and dated as of the ________.

BETWEEN:

________, a corporation incorporated under the laws of the Province of ________, bearing corporate access/registration number ________, having its registered office at ________

(the "First Party");

- and -

________, a corporation incorporated under the laws of the Province of ________, bearing corporate access/registration number ________, having its registered office at ________

(the "Second Party").

The First Party and the Second Party are collectively referred to as the "Parties" and each individually as a "Party".

RECITALS

A.  The Parties are parties to a certain ________ dated ________ (as previously amended, supplemented or restated from time to time, the "Agreement"), entered into for the following purpose:

________

B.  The Parties wish to amend the Agreement on the terms and conditions set out in this Amendment.

C.  Capitalized terms used but not otherwise defined in this Amendment have the meanings given to them in the Agreement.

NOW THEREFORE, in consideration of the mutual covenants and agreements contained in this Amendment and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged by each Party), the Parties agree as follows:

1. ADDITIONS

1.1  The following provisions are hereby added to the Agreement and shall henceforth form part of and be read as part of the Agreement:

________

2. DELETIONS

2.1  The following provisions are hereby deleted from the Agreement in their entirety and shall have no further force or effect:

________

3. AMENDMENTS

3.1  The following provisions of the Agreement are hereby amended and shall henceforth be and read as follows:

________

4. EFFECTIVE DATE

4.1  The amendments set out in this Amendment shall take effect on ________.

5. INTERPRETATION AND CONTINUATION

5.1  This Amendment amends the Agreement, and the Agreement and this Amendment shall be read together as a single instrument, together with any further amendments entered into between the Parties from time to time (collectively, the "Amended Agreement").

5.2  Except as expressly amended by this Amendment, all of the terms, conditions, covenants and obligations contained in the Agreement remain unchanged and continue in full force and effect in accordance with their terms.

5.3  In the event of any conflict or inconsistency between the provisions of this Amendment and the provisions of the Agreement, the provisions of this Amendment shall prevail to the extent of such conflict or inconsistency.

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6. ENUREMENT

6.1  This Amendment shall enure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns.

7. GOVERNING LAW

7.1  This Amendment shall be governed by and construed in accordance with the laws of the Province of ________ and the federal laws of Canada applicable therein. The Parties irrevocably attorn to the exclusive jurisdiction of the courts of the Province of ________ in respect of any dispute arising out of or in connection with this Amendment.

8. SEVERABILITY

8.1  If any provision of this Amendment is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, such provision shall be severed and the remaining provisions shall continue in full force and effect without being impaired or invalidated in any way.

9. COUNTERPARTS AND ELECTRONIC EXECUTION

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IN WITNESS WHEREOF the Parties have executed this Amendment as of the date first written above.

________

Per: ___________________________

Name: ________
Title: ________
I have authority to bind the corporation.

________

Per: ___________________________

Name: ________
Title: ________
I have authority to bind the corporation.