Common use of AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS Clause in Contracts

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of Credit, (ii) reduce the Eurodollar Margin or the Base Rate Margin or reduce the Revolving Loan Unused Fee except as contemplated herein; (iii) extend the Revolving Loan Maturity Date, (iv) change the provisions of Section 16 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this Section, (vii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) change any Revolving Loan Commitment or any Term Loan Commitment of any Lender, or change the Letter of Credit Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date or the Term Loan Maturity Date), (iv) change the provisions of Section 16 18 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change any requirement herein that any particular action be taken by all Lenders or by Required Lenders, (vii) change the provisions of this Section, (viiviii) release any of the Collateral (except in the ordinary course of business or as otherwise expressly permitted by the terms of this Agreement) or any Covered Person or any Guarantor from its obligations under the Loan Documents, or (ix) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended without the consent of such Lender. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) change any Revolving Loan Commitment of any Lender, or change the Letter of Credit Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date), (iv) release any Guarantor or other Person liable, directly or indirectly for the Loan Obligations, (v) change the provisions of Section 16 17 to the detriment of any Lender, (vvi) change the definition of Required Lenders herein, (vivii) change any requirement herein that any particular action be taken by all Lenders or by Required Lenders, (viii) change the provisions of this Section, (viiix) release any Covered Person from its obligations under the Loan Documents, or (x) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise. Furthermore, no amendment, waiver or consent shall be effective with respect to Section 2.10 without the prior written consent of the Administrative Agent, the Swingline Lender, the Letter of Credit Issuer and the Required Lenders.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: , no such amendment, modification, waiver or consent shall (i) change any Commitment of any Lender or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the Revolving regularly scheduled dates for payments of principal, interest fees or other amounts payable to any Lender under the Loan Documents (including, without limitation, the Maturity Date or the Maturity Date), (iv) change the provisions of Section 16 19 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this Section, (vii) release substantially all of the Collateral or release any Covered Person or any material Guarantor from its obligations under the Loan Documents, or (viii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, no such amendment shall change the Dollar amount definition of the Revolving Loan Commitment Borrowing Base in Section 3.1.2 unless signed by authorized officers of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agentof Required Lenders. No notice to or demand on Borrower in any instance shall entitle Borrower to any other or further notice or demand in another similar or different instance. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. 19.2.1. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Administrative Agent (if authorized in writing by the Required LendersLenders and agreed to by the Administrative Agent). Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. 19.2.2. The foregoing provisions of this Section 19.2.1 notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of Credit, (ii) reduce the Eurodollar LIBOR Revolving Margin or the Base Rate Margin Revolving Margin, or reduce the Revolving Loan Unused Fee Fee, except as contemplated herein; for periodic readjustments in accordance with this Agreement, (iii) extend the Revolving Loan Maturity Date, (iv) change the provisions of Section 16 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this SectionSection 19.2.2, (vii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase release a Guarantor from the Dollar Amount Guaranty. 19.2.3.1. Subject to Section 19.2.3.3 below, Administrative Agent may, either before or after an Event of Default, but only with the consent or authorization of all Lenders, granted or withheld in their absolute discretion, exchange, waive or release its Security Interests in any of the Letter Collateral in an amount equal to or in excess of Credit Commitmentan aggregate fair market value of $2,500,000 in any calendar year or permit Borrower to substitute any personal property for any of the Personal Property Collateral in an amount equal to or in excess of an aggregate fair market value of $2,500,000 in any calendar year in all cases without affecting the Loan Obligations or Administrative Agent's right to take any other action with respect to any other Collateral. 19.2.3.2. Administrative Agent may, in its absolute discretion and without the consent of any Lender, exchange, waive or release its Security Interests in any of the Personal Property Collateral having an aggregate fair market value of less than $2,500,000 in any calendar year in all cases without affecting the Loan Obligations or Administrative Agent's right to take any other action with respect to any other Collateral. In addition, with regards to the Dollar Edison, New Jersey Real Estate Collateral location, Administrative Agent is authorized to release it's Security Interest on the portion of such location that may be condemned by applicable Governmental Authorities if the net proceeds of such condemnation are promptly turned over to the Administrative Agent for application to the Loan Obligations and the amount of such condemnation proceeds shall not count towards the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender basket set forth in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwisethis Section 19.2.3.2.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. 19.2.1. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. 19.2.2. The foregoing provisions of this Section 19.2.1 notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of Credit, (ii) reduce the Eurodollar Margin or Revolving Margin, the Eurodollar Term Margin, the Base Rate Margin Revolving Margin, the Base Rate Term Margin, or reduce the Revolving Loan Unused Fee Fee, except as contemplated herein; for periodic readjustments in accordance with this Agreement, (iii) extend the Revolving Loan Maturity Date or the Term Loan Maturity Date, (iv) change the provisions of Section 16 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this SectionSection 19.2, (vii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase release a Guarantor from the Dollar Amount of the Letter of Credit CommitmentGuaranty. In addition, the foregoing provisions of this Section notwithstanding, the Dollar amount of the Revolving Loan Commitment or the Term Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent, including, without limitation, any increase effected pursuant to Section 3.1.2. 19.2.3. In addition, the foregoing provisions of Sections 19.2.1 and 19.2.2 notwithstanding, the Dollar amount of the Aggregate Revolving Loan Commitment (including, without limitation, any increase effected pursuant to Section 3.1.2) or the Aggregate Term Loan Commitment may not be increased without the consent of any Lender participating in such increase, the Borrower and Administrative Agent. 19.2.4. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended without the consent of such Lender. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) change any Revolving Loan Commitment of any Lender, or change the Letter of Credit Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date), (iv) release any Guarantor or other Person liable, directly or indirectly for the Loan Obligations, (v) change the provisions of Section 16 17 to the detriment of any Lender, (vvi) change the definition of Required Lenders herein, (vivii) change any requirement herein that any particular action be taken by all Lenders or by Required Lenders, (viii) change the provisions of this Section, (viiix) release any Covered Person from its obligations under the Loan Documents, or (x) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.”

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) extend or increase any Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date), (iv) change the provisions of Section 16 18 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change any requirement herein that any particular action be taken by all Lenders or by Required Lenders, (vii) change the provisions of this Section, (viiviii) release any of the Collateral (except in the ordinary course of business or as otherwise expressly permitted by the terms of this Agreement) or any Covered Person or any Guarantor from its obligations under the Loan Documents, or (ix) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of Credit, (ii) reduce the Eurodollar Revolving Margin or the Base Rate Revolving Margin or reduce the Revolving Loan Unused Fee except as contemplated herein; Fee, (iii) extend the Revolving Loan Maturity Date, (iv) change the provisions of Section 16 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this SectionSection 19.2, (vii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment, (ix) change or grant a consent or waiver to any breach or Default of or under Section 13.8, Section 14.3, or Section 14.4, or the definitions of "Funded Indebtedness", "EBITDA" or "EBITDAR" contained in Section 14.1, or (x) release a Guarantor from the Guaranty. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of the Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification modification, waiver or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all the Lenders: (i) change any Revolving Loan Commitment of any Lender, or change the Letter of Credit Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date), (iv) change the provisions of Section 16 17 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change the provisions of this Section, (vii) release any of the Collateral or any Covered Person or any Guarantor from its obligations under the Loan Documents, or (viii) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of No notice to or demand on Borrower in any Lender may not be increased without the consent of such Lender and the instance shall entitle Borrower and Administrative Agentto any other or further notice or demand in another similar or different instance. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. 19.2.1. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Administrative Agent, Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. 19.2.2. The foregoing provisions of this Section 19.2.1, notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of as specified in this Section 19.2.2, one, some or all Lenders: , (ia) extend or increase the Commitment of any Lender without the written consent of such Lender, (b) extend the date scheduled for payment of any principal (excluding mandatory prepayments) of or interest on the Loans or any fees payable hereunder without the written consent of each Lender directly affected thereby, (c) reduce or forgive the repayment of principal amount of any Advance Loan, the rate of interest thereon or any fees payable hereunder or the reimbursement of any draw on a Letter of Credit, without the consent of each Lender directly affected thereby, (iid) reduce the Eurodollar LIBOR Margin or the Base Rate Margin or reduce the Revolving Loan Unused Fee Fee, except as contemplated herein; (iii) extend for periodic readjustments in accordance with this Agreement, without the Revolving Loan Maturity Datewritten consent of each Lender directly affected thereby, (ive) change the provisions of this Section 16 to 19.2 without the detriment written consent of any each Lender, (vf) change the definition of Required Lenders hereinwithout the written consent of each Lender, (vig) change reduce the provisions aggregate Pro Rata Share required to effect an amendment, modification, waiver or consent, without the written consent of this Sectionall Lenders, (viih) change any provisions of this Agreement requiring ratable distributions to LendersLenders without the written consent of each Lender, and or (viiii) increase release any party from its obligations under a Guaranty. 19.2.3. No provision of this Agreement affecting the Dollar Amount Administrative Agent in its capacity as such shall be amended, modified or waived without the consent of the Letter Administrative Agent. No provision of Credit Commitmentthis Agreement relating to the rights or duties of the Issuing Lender in its capacity as such shall be amended, modified or waived without the consent of the Issuing Lender. No provision of this Agreement relating to the rights or duties of the Swingline Lender in its capacity as such shall be amended, modified or waived without the consent of the Swingline Lender. 19.2.4. In addition, the foregoing provisions of Sections 19.2.1 and 19.2.2 notwithstanding, the Dollar amount of the Letter of Credit Commitment or the Aggregate Revolving Loan Commitment of (including, without limitation, any Lender increase effected pursuant to Section 3.1.2) may not be increased without the consent of any Lender participating in such Lender and increase, Administrative Agent and, if required by Section 18.4.1.6, the Borrower and Administrative AgentBorrower. 19.2.5. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.

AMENDMENTS AND MODIFICATIONS; WAIVERS AND CONSENTS. Unless otherwise provided herein, no amendment to or modification of any provision of this Agreement, or of any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Borrower and Required Lenders. Unless otherwise provided herein, no waiver of, or consent to any departure by Borrower from, the requirements of any provision of this Agreement or any of the other Loan Documents shall be effective unless it is in writing and signed by authorized officers of Required Lenders. Any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given. The foregoing provisions of this Section notwithstanding, no such amendment, modification or consent or waiver shall, unless signed by authorized officers of Administrative Agent, Borrower and of all Lenders: (i) extend or increase any Commitment or subject any Lender or the Letter of Credit Issuer to a greater obligation than expressly provided for in this Agreement, (ii) reduce or forgive the repayment of principal of any Advance or the reimbursement of any draw on a Letter of CreditCredit or change the rate, (ii) reduce or mechanism for determining the Eurodollar Margin rate, of interest on any Advance or the Base Rate Margin any fees or reduce the Revolving Loan Unused Fee except as contemplated herein; other amounts payable by Borrower hereunder, (iii) extend change the regularly scheduled dates for payments of principal or interest of any Advance or other fees or amounts payable to any Lender under the Loan Documents (including, without limitation, the Revolving Loan Maturity Date), (iv) change the provisions of Section 16 18 to the detriment of any Lender, (v) change the definition of Required Lenders herein, (vi) change any requirement herein that any particular action be taken by all Lenders or by Required Lenders, (vii) change the provisions of this Section, (viiviii) release any Covered Person or any Guarantor from its obligations under the Loan Documents, or (ix) change any provisions of this Agreement requiring ratable distributions to Lenders, and (viii) increase the Dollar Amount of the Letter of Credit Commitment. In addition, the Dollar amount of the Revolving Loan Commitment of any Lender may not be increased without the consent of such Lender and the Borrower and Administrative Agent. No failure by Administrative Agent or any Lender to exercise, and no delay by Administrative Agent or any Lender in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by Administrative Agent or any Lender of any right, remedy, power or privilege hereunder preclude any other exercise thereof, or the exercise of any other right, remedy, power or privilege existing under any Law or otherwise.