ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company, and the Required REI Stockholders. The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided ------------------------------------- herein, no modification, amendment or waiver of any provision of this Agreement will be effective against DST or any Affiliate Stockholder, unless such modification, amendment or waiver is approved in writing by DST, and a majority in interest of the Affiliate Stockholders (based on the number of shares then owned by the Affiliate Stockholders). The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company, the Required 399 Stockholders and Stockholders (other than the 399 Stockholders) which then hold in the aggregate more than 50% of the Registrable Securities held by such Stockholders on a Diluted Basis. Each of the Stockholders and the Company shall be bound by each modification, amendment or waiver authorized in accordance with this Section 11.4, regardless of whether the certificates evidencing the Registrable Securities shall have been marked to indicate such modification, amendment or waiver. The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. (a) Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any Holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company and Holders that hold at least 50% of the shares of Registrable Securities held by the Holders party to this Agreement.
(b) The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
(c) Notwithstanding any provision of this Section 11.4 to the contrary: (i) no amendment to this Agreement that disproportionately affects a Holder (based on the rights of such Holder to the Registrable Securities held by such Holder); and (ii) no extension of the Holdback Expiration Date applicable to a Holder may be effected with such Holder’s consent; provided that Holders that hold at least 50% of the shares of Registrable Securities held by the Holders party to this Agreement may extend any Holdback Expiration Date specified in Section 3.1(a) except that such majority of the Holders may not extend the date specified in Section 3.1(a)(v) by more than 60 days .
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by a written instrument duly executed by the Company, the CVC Stockholders and the Sofedit Stockholders; provided that the Company shall provide twenty (20) days' prior written notice of any such amendment not governed by the next proviso; and provided further that (a) any
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. (a) Whenever any action is required under this Agreement to be taken by, or any vote or consent is required of,
(i) the Management Stockholders (and Additional Management Stockholders) (as a group as opposed to the exercise by a Management Stockholder or Additional Management Stockholder, as the case may be, of his individual rights hereunder), unless otherwise agreed by the Company and the Management Stockholders and/or the Additional Management Stockholders, such action, vote or consent shall be taken or in accordance with the affirmative vote of the holders of a majority (by number of shares) of the Registrable Securities held by 20 24 Management Stockholders and Additional Management Stockholders; or
(ii) the Additional Stockholders (as a group as opposed to the exercise by an Additional Stockholder of his individual rights hereunder), unless otherwise agreed by the Company and the Additional Stockholders, such action, vote or consent shall be taken by or in accordance with the affirmative vote of the holders of a majority (by number of shares) of the Registrable Securities held by the Additional Stockholders.
(b) Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company, the Required Institutional Stockholders, and, in the event that the rights and obligations of the Management Stockholders and/or the Additional Stockholders are adversely affected thereby, the approval of the Management Stockholders and/or the Additional Stockholders, as the case may be. The failure of any party to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. 21 13.5 DG Shareholder Representative. 21 13.6 Successors and Assigns. 21 13.7 Notices. 22 13.8 Headings; Certain Conventions. 23 13.9 Gender. 23 13.10 Invalid Provisions. 23 13.11 Governing Law. 23 13.12 Consent to Jurisdiction and Service of Process. 23 13.13 Waiver of Jury Trial. 24
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Corporation or any Holder, unless such modification, amendment or waiver is approved in writing by the Corporation and the Holders. The failure of any party to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company, the Required Spartan Stockholders, the Required REI Stockholders and the Required SerVaas Stockholders. Each of the Stockholders and the Company shall be bound by each modification, amendment or waiver authorized in accordance with this Section 11.4, regardless of whether the certificates evidencing the Registrable Securities shall have been marked to indicate such modification, amendment or waiver. The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
ACTIONS TAKEN; AMENDMENTS AND WAIVERS. Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement will be effective against the Company or any holder of Registrable Securities, unless such modification, amendment or waiver is approved in writing by the Company, the Required 399 Stockholders and Stockholders (other than the 399 Stockholders) which then hold in the aggregate more than 50% of the Registrable Securities held by such Stockholders on a Diluted Basis; provided, that, no such modification, amendment or waiver may eliminate the right of the CMP Stockholders to request a Demand Registration or modify or adjust any provisions governing the priorities set forth in Sections 2.5, 3.3 or 3.4 of this Agreement without the prior written consent of the Required CMP Stockholders. Each of the Stockholders and the Company shall be bound by each modification, amendment or waiver authorized in accordance with this Section 11.4, regardless of whether the certificates evidencing the Registrable Securities shall have been marked to indicate such modification, amendment or waiver. The failure of any party hereto to enforce any of the provisions of this Agreement will in no way be Registration Rights Agreement construed as a waiver of such provisions and will not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
