Amendment, Modification, Termination or Waiver Sample Clauses
Amendment, Modification, Termination or Waiver. The parties hereby irrevocably agree that no attempted amendment, modification, restatement, termination, discharge or change (collectively, "Amendment") of this Agreement shall be valid and effective, unless the parties shall unanimously agree in writing to such Amendment. No waiver of any provision of this Agreement shall be effective unless it is in writing and signed by the party against whom it is asserted, and any such written waiver shall only be applicable to the specific instance to which it relates and shall not be deemed to be a continuing or future waiver.
Amendment, Modification, Termination or Waiver. This Agreement may be amended, modified or terminated (or provisions of this Agreement waived) only upon the written consent of (i) the Company and (ii) the holders of at least a majority of the outstanding shares of Voting Preferred, voting together as a single class and on an as-converted basis, provided, however, that if such amendment, modification, termination or waiver has the effect of modifying the rights and/or obligations of the Key Holders in a manner that is adverse to the Key Holders, then such amendment, modification, termination or waiver shall require the written consent of the holders of a majority of the Key Holder Shares held by Key Holders then providing services to the Company as officers, employees or consultants; and provided further, any amendment to Section 1.2 or Section 1.9 which adversely affects the rights of Investec, Waveland Verdoso, Motorola, JKC or any of the ▇▇▇▇▇▇ Group shall require the written consent of the holders of a majority of the Series Preferred held by Investec, Waveland (or its affiliates), Verdoso (or its affiliates), Motorola (or its affiliates) or JKC (or its affiliates), as the case may be, or of ▇▇▇▇▇▇ (in the case of the BR Group). Any amendment, modification, termination or waiver so effected shall be binding upon the Company, each of the parties hereto and any assignee of any such party provided, however, that notwithstanding the foregoing, for so long as fifteen million (15,000,000) shares of Series Preferred (subject to adjustment for any stock split, reverse stock split or similar event) remain outstanding, Sections 1.2 and 1.3 shall not be amended or waived without the written consent of the holders of a majority of the Series Preferred, Section 1.2(a)(ii) of this Agreement shall not be amended or waived without the written consent of the Existing Investors so long as the Existing Investors or their respective affiliates hold, in the aggregate, at least twelve million (12,000,000) shares of Series Preferred (subject to adjustment for any stock split, reverse stock split or similar event), Section 1.2(a)(iii) of this Agreement shall not be amended or waived without the written consent of ▇▇▇▇▇▇ so long as the BR Group holds, in the aggregate, at least twelve million (12,000,000) shares of Series Preferred (subject to adjustment for any stock split, reverse stock split or similar event), Section 1.2(a)(iv) of this Agreement shall not be amended or waived without the written consent of ▇▇▇▇▇▇ so long...
Amendment, Modification, Termination or Waiver. This Agreement may be amended, modified or terminated (or provisions of this Agreement waived) only upon the written consent of (i) the Company and (ii) the holders of at least a majority of the outstanding shares of Series Preferred, voting together as a single class and on an as-converted basis, provided, however, that if such amendment, modification, termination or waiver has the effect of modifying the rights and/or obligations of the Key Holders in a manner that is adverse to the Key Holders, then such amendment, modification, termination or waiver shall require the written consent of the holders of a majority of the Key Holder Shares held by Key Holders then providing services to the Company as officers, employees or consultants; and provided further, any amendment to