Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amending, adding to, or waiving any provisions or changing in any manner the rights and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made by the Company (acting on behalf of the Credit Parties) and the Required Lenders, in accordance with the provisions of this Section shall be binding upon each Credit Party, each Lender, the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers from time to time as directed by the Required Lenders, and only as so directed, PROVIDED that no such amendment, modification, waiver or supplement may be made which will: (i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders); (ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby; (iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;
Appears in 1 contract
Samples: Term Loan and Revolving Credit Agreement (Foster Wheeler LTD)
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required LendersBanks (and, if the rights or duties of either Agent are affected thereby, by such Agent); provided that no such amendment or waiver shall, unless signed by all the Banks, (i) increase or decrease the Commitment of any Bank (except for a ratable decrease in accordance the Commitments of all Banks) or subject any Bank to any additional obligation, (ii) reduce the principal of or rate of interest on any Loan or any fees hereunder, (iii) postpone the date fixed for any payment of principal of or interest on any Loan or any fees hereunder or for the termination of any Commitment or (iv) change the percentage of the Commitments or of the aggregate unpaid principal amount of the Loans, or the number of Banks, which shall be required for the Banks or any of them to take any action under this Section or any other provision of this Agreement. Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the Borrower and the Administrative Agent with the provisions consent of this Section the Required Banks; provided that no such amendment or waiver shall, unless signed by all the Banks, effect or permit a release of all or substantially all of the Collateral. Notwithstanding the foregoing, Collateral shall be binding upon each Credit Party, each Lender, released from the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers Lien of the Collateral Documents from time to time as directed necessary to effect any sale or pledge of assets permitted by the Required LendersLoan Documents, and only as so directed, PROVIDED that no the Agent shall execute and deliver all release documents reasonably requested to evidence such amendment, modification, waiver or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;release.
Appears in 1 contract
Samples: Credit Agreement (Iomega Corp)
Amendments and Waivers Release of Collateral. (a) Neither A. No amendment, modification, termination or waiver of any provision of this Agreement nor Agreement, the Notes or any other Loan Document Documents, or consent to any departure by Borrower therefrom, shall in any event be effective without the written concurrence of Requisite Lenders; provided that any such amendment, modification, termination, waiver or consent which: increases the amount of any of the Commit- ments or reduces the principal amount of any of the Loans; increases the maximum amount of Letters of Credit; changes any Lender's Pro Rata Share; changes in any manner the definition of "Lenders", "Requisite Lenders" or "Supermajority Lenders"; changes in any manner any provision of this Agreement which, by its terms, expressly requires the approval or concurrence of all Lenders; postpones the scheduled final maturity date of any of the Loans; postpones the date or reduces the amount of any scheduled reduction of the Commitments; postpones the date on which any interest or any fees are payable; decreases the interest rate borne by any of the Loans (other than any waiver of any increase in the interest rate applicable to any of the Loans pursuant to Section 2.2E) or the amount of any fees payable hereunder; increases the maximum duration of Interest Periods permitted hereunder; reduces the amount or postpones the due date of any amount payable in respect of, or extends the required expiration date of, any Letter of Credit; changes in any manner the obligations of Lenders relating to the purchase of participations in Letters of Credit; or changes in any manner the provisions contained in Section 8.1(a) or (b) or this Section 10.6; or changes any of the terms of or releases the Make-Well Agreement (except in accordance with Section 2.14 thereof) or the Environmental Indemnities shall be effective only if evidenced by a writing signed by or on behalf of all Lenders and; provided, further, that no provision of this Agreement that, by its terms, expressly requires approval or action of Supermajority Lenders, may be amended, modified or supplemented waived except with the consent of Supermajority Lenders; provided further that if there has been a change in Managing Partner, no amendment to the performance standard required of Borrower under Section 7.6A that would increase the amount required to be paid to fulfill the "Make-Well Obligations" under and as defined in the Make-Well Agreement, shall be effective to cause such increase unless Circus shall have received prior notice of such change. In addition, (i) any material amend- ment, modification, termination or waiver of any of the provisions contained in Section 4 shall be effective only if evidenced by a writing signed by or on behalf of Administrative Agent and Requisite Lenders, (ii) no amendment, modification, termination or waiver of any provision of any Note shall be effective without the written concurrence of the Lender which is the holder of that Note, and (iii) no amendment, modification, termination or waiver of any provision of Section 3 or Section 9 or of any other provision of this Agreement which, by its terms, expressly requires the approval or concurrence of Administrative Agent shall be effective without the written concurrence of Administrative Agent. Administrative Agent may, but shall have no obligation to, with the concurrence of any Lender, execute amendments, modifications, waivers or consents on behalf of that Lender. Any waiver or consent shall be effective only in the specific instance and for the specific purpose for which it was given. No notice to or demand on Borrower in any case shall entitle Borrower to any other or further notice or demand in similar or other circumstances. Any amendment, modification, termination, waiver or consent effected in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amending, adding to, or waiving any provisions or changing in any manner the rights and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made by the Company (acting on behalf of the Credit Parties) and the Required Lenders, in accordance with the provisions of this Section 10.6 shall be binding upon each Credit PartyLender at the time outstanding, each Lenderfuture Lender and, the LC Issuer and each Agentif signed by Borrower, on Borrower. The Agents shall enter into such amendments, modifications, supplements or waivers from time to time as directed by the Required Lenders, and only as so directed, PROVIDED that no such No amendment, modification, termination or waiver or supplement may of Section 7.6A shall be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, effective without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by Circus or its successors and assigns under the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;Make-Well Agreement.
Appears in 1 contract
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor 1. No amendment, modification, termination or waiver of any other Loan Document may be amended, modified or supplemented except in accordance with the provisions provision of this Section. The Required Lenders and Agreement, the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions of this Agreement Notes or any other Loan Document (other than the Collateral Documents) for the purpose of amending, adding to, or waiving consent to any provisions or changing departure by Borrower therefrom, shall in any manner event be effective without the rights written concurrence of Requisite Lenders and duties of Borrower; provided that any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made by the Company (acting on behalf of the Credit Parties) and the Required Lenders, in accordance with the provisions of this Section shall be binding upon each Credit Party, each Lender, the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers from time to time as directed by the Required Lenders, and only as so directed, PROVIDED that no such amendment, modification, termination, waiver or supplement may be made which will:
(i) Increase any Commitment over consent which: increases the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without of the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce or reduces the principal amount of any of the Loans; increases the maximum amount of Letters of Credit; changes any Lender’s Pro Rata Share; changes in any manner the definition of “Lenders” or extend “Requisite Lenders”; changes in any manner any provision of this Agreement which, by its terms, expressly requires the time for any approval or concurrence of all Lenders; postpones the scheduled payment final maturity date of any Loan, of the Loans; postpones the date or reduce reduces the amount of any scheduled reduction of the Commitments; postpones the date on which any interest or any fees are payable; decreases the interest rate borne by any of interest the Loans (other than a any waiver of any increase in the interest rate applicable rate to any of interest by reason of an Event of Defaultthe Loans pursuant to Section 2.2E) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee fees payable hereunder; increases the maximum duration of Interest Periods permitted hereunder; reduces the amount or reduce or postpone postpones the due date for payment of any feesamount payable in respect of, expensesor extends the required expiration date of, indemnities any Letter of Credit; changes in any manner the obligations of Lenders relating to the purchase of participations in Letters of Credit; or amounts payable under changes in any Loan Documentmanner the provisions contained in Section 8.1(a) or (b) or this Section 10.6; or changes any of the terms of or releases the Environmental Indemnities shall be effective only if evidenced by a writing signed by or on behalf of all Lenders. In addition, (i) any material amendment, modification, termination or waiver of any of the provisions contained in Section 4 shall be effective only if evidenced by a writing signed by or on behalf of Administrative Agent and Requisite Lenders, (ii) no amendment, modification, termination or waiver of any provision of any Note shall be effective without the written consent concurrence of each the Lender affected thereby;
which is the holder of that Note, and (iii) Amend the definition no amendment, modification, termination or waiver of "Required Lenders" any provision of Section 3 or Section 9 or of any other provision of any Loan Document specifying this Agreement which, by its terms, expressly requires the number approval or percentage concurrence of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, Administrative Agent shall be effective without the written concurrence of Administrative Agent. Administrative Agent may, but shall have no obligation to, with the concurrence of any Lender, execute amendments, modifications, waivers or consents on behalf of that Lender. Any waiver or consent shall be effective only in the specific instance and for the specific purpose for which it was given. No notice to or demand on Borrower in any case shall entitle Borrower to any other or further notice or demand in similar or other circumstances. Any amendment, modification, termination, waiver or consent effected in accordance with this Section 10.6 shall be binding upon each Lender at the time outstanding, each future Lender and Borrower.
2. Administrative Agent may release personal property Collateral without the consent of any Lender to the extent sold or disposed of by Borrower in a transaction or series of transactions that do not constitute Asset Sales. In addition: (i) Administrative Agent may release personal property Collateral subject to the Borrower Security Agreement or the Guarantor Security Agreement having a fair market less than $100,000 with the consent of Requisite Lenders; and (ii) Administrative Agent shall not release any personal property Collateral having a fair market value in excess of $100,000 or any other Collateral without the consent of all the Lenders, or all the Lenders of such Class, as the case may be;.
Appears in 1 contract
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required Lenders (and, if the rights or duties of the Agent are affected thereby, by the Agent); provided that no such amendment or waiver shall:
(i) unless signed by all the Lenders, (v) increase or decrease the Commitment of any Lender (except for a ratable decrease in accordance the Commitments of all the Lenders) or subject any Lender to any additional obligation, (w) reduce the principal of or rate of interest on any Loan or any interest thereon or any fees hereunder, (x) postpone the date fixed for any payment of principal of or interest on any Loan or any interest thereon or any fees hereunder or for the termination of any Commitment, (y) release any Guarantor from its obligations hereunder or (z) change the percentage of the Commitments or of the aggregate unpaid principal amount of the Loans, or the number of Lenders, which shall be required for the Lenders or any of them to take any action under this Section or any other provision of this Agreement; or 765748.1 10/9/98 7:17p 65
(ii) unless signed by a Designated Lender or its Designating Lender, subject such Designated Lender to any additional obligation or affect its rights hereunder (unless the rights of all the Lenders hereunder are similarly affected).
(b) Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the relevant Obligor and the Agent with the provisions consent of this Section the Required Lenders; provided that no such amendment or waiver shall, unless signed by all the Lenders, effect or permit a release of all or substantially all of the Collateral. Notwithstanding the foregoing, Collateral shall be binding upon each Credit Party, each Lender, released from the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers Lien of the Collateral Documents from time to time as directed necessary to effect any sale or pledge of assets permitted by the Required LendersLoan Documents, and only as so directed, PROVIDED that no the Agent shall execute and deliver all release documents reasonably requested to evidence such amendment, modification, waiver or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;release.
Appears in 1 contract
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required LendersBanks (and, if the rights or duties of either Agent are affected thereby, by such Agent); provided that no such amendment or waiver shall, unless signed by all the Banks, (i) increase or decrease the Commitment of any Bank (except for a ratable decrease in accordance the Commitments of all Banks) or subject any Bank to any additional obligation, (ii) reduce the principal of or rate of interest on any Loan or any fees hereunder, (iii) postpone the date fixed for any payment of principal of or interest on any Loan or any fees hereunder or for the termination of any Commitment or (iv) change the percentage of the Commitments or of the aggregate unpaid principal amount of the Loans, or the number of Banks, which shall be required for the Banks or any of them to take any action under this Section or any other provision of this Agreement. Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the Borrower and the Security Agent with the provisions consent of this Section the Required Banks; provided that no such amendment or waiver shall, unless signed by all the Banks, effect or permit a release of all or substantially all of the Collateral. Notwithstanding the foregoing, Collateral shall be binding upon each Credit Party, each Lender, released from the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers Lien of the Collateral Documents from time to time as directed necessary to effect any sale or pledge of assets permitted by the Required LendersLoan Documents, and only as so directed, PROVIDED that no the Security Agent shall execute and deliver all release documents reasonably requested to evidence such amendment, modification, waiver or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;release.
Appears in 1 contract
Samples: Credit Agreement (Iomega Corp)
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or the Notes may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the Borrower and the Required Lenders (and, if the rights or duties of the Documentation Agent, the Administrative Agent or an Issuing Lender are affected thereby, by such affected Agent or Issuing Lender, as relevant); provided that no such amendment or waiver shall:
(i) unless signed by all the Lenders with a Term Commitment, increase or decrease the Term Commitments (except for a ratable decrease in all the Term Commitments), subject any such Lender to any additional obligation, or postpone the date fixed for the scheduled termination of any Term Commitment;
(ii) unless signed by all Lenders holding Term Loans, reduce the principal of or rate of interest on any Term Loans, postpone the date fixed for any scheduled payment of principal of or interest on any Term Loans, or decrease the aggregate amount by which Term Loans are required to be repaid on any date scheduled pursuant to Section 2.04(b) or postpone any date for such repayment;
(iii) unless signed by all Lenders with a Revolving Commitment, increase or decrease any Revolving Commitment (except for a ratable decrease in all the Revolving Commitments), subject any such Lender to any additional obligation, postpone the date fixed for any scheduled reduction or termination of any Revolving Commitment, reduce the principal of or rate of interest on any Revolving Loan or the amount to be reimbursed in respect of any Letter of Credit or any interest thereon, extend any Letter of Credit expiry date beyond the Maturity Date, or postpone the date fixed for scheduled payment of principal of, and dates fixed for payment of interest on, any Revolving Loan;
(iv) unless signed by all the Lenders, postpone the date fixed for any payment of any fees hereunder or release any Guarantor from its obligations hereunder;
(v) unless signed by the Swing Lender and each other Lender affected thereby, increase the Swing Loan Commitment, postpone the date fixed for the termination of the Swing Loan Commitment or otherwise affect any of its rights or obligations hereunder; and
(vi) unless signed by all the Lenders, change the percentage of the Commitments or of the aggregate unpaid principal amount of the Notes and the Letter of Credit Liabilities, or the number of Lenders, which shall be required for the Lenders or any of them to take any action under this Section or any other Loan Document provision of this Agreement. Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the relevant Obligor or Obligors and the Administrative Agent with the consent of the Required Lenders; provided that no such amendment or waiver shall, unless signed by all the Lenders, effect or permit a release of all or substantially all of the Collateral.
(other than b) Notwithstanding anything to the contrary in the Collateral Documents) for , Collateral shall be released from the purpose of amending, adding to, or waiving any provisions or changing in any manner the rights and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made by the Company (acting on behalf Lien of the Credit Parties) and the Required Lenders, in accordance with the provisions of this Section shall be binding upon each Credit Party, each Lender, the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers Collateral Documents from time to time as directed necessary to effect any sale or pledge of assets permitted by the Required LendersLoan Documents. The Administrative Agent shall, at the sole expense of the Borrower, execute and only as so directed, PROVIDED that no such amendment, modification, waiver or supplement may be made which will:
(i) Increase deliver all release documents reasonably requested to evidence any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments release pursuant to Section 2.12(B) may be approved by the Required Lendersthis subsection (b);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;.
Appears in 1 contract
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required LendersLenders (and, in accordance with if the provisions rights or duties of this Section shall be binding upon each Credit Partythe Agent or the Issuer are affected thereby, each Lender, the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers from time to time as directed by the Required Lenders, and only as so directed, PROVIDED that no such amendment, modification, waiver Agent or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such ClassIssuer, as the case may be;); provided that no such amendment or waiver shall, unless signed by all the Lenders, (i) increase or decrease the Commitment of any Lender (except for a ratable decrease in the Commitments of all the Lenders) or subject any Lender to any additional obligation, (ii) reduce the principal of or rate of interest on any Loan or the amount of any LC Reimbursement Obligation or any interest thereon or any fees hereunder, (iii) postpone the date fixed for any payment of principal of or interest on any Loan or of any LC Reimbursement Obligation or any interest thereon or any fees hereunder or for the termination of any Commitment or (except as expressly provided in Section 2.14(f) extend the expiry date of any Letter of Credit, (iv) release any Guarantor from its Obligations hereunder or (v) change the percentage of the Commitments or of the Aggregate LC Exposure or of the aggregate unpaid principal amount of the Loans, or the number of Lenders, that shall be required for the Lenders or any of them to take any action under this Section 10.05 or any other provision of this Agreement; or
(b) Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the relevant Obligor and the Agent with the consent of the Required Lenders; provided that no such amendment or waiver shall, unless signed by all the Lenders, effect or permit a release of all or substantially all of the Collateral. Notwithstanding the foregoing, Collateral shall be released from the Lien of the Collateral Documents from time to time as necessary to effect any sale of assets permitted by the Loan Documents, and the Agent shall execute and deliver all release documents reasonably requested to evidence such release.
Appears in 1 contract
Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required LendersBanks (and, in accordance with if the provisions rights or duties of this Section shall be binding upon each Credit Partythe Agent or any LC Issuing Bank are affected thereby, each Lender, the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers from time to time as directed by the Required Lenders, and only as so directed, PROVIDED that no Agent or such amendment, modification, waiver or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such ClassLC Issuing Banks, as the case may be;); provided that no such amendment or waiver shall, unless signed by all the Banks, (i) increase or decrease the Commitment of any Bank (except for an increase pursuant to Section 2.01(b) or a ratable decrease in the Commitments of all Banks) or subject any Bank to any additional obligation, (ii) reduce the principal of or rate of interest on any Loan or the amount of any LC Reimbursement Obligation or any interest thereon or any fees hereunder, except as provided below, (iii) postpone the date fixed for any payment of principal of or interest on any Loan or of any LC Reimbursement Obligation or any interest thereon or any fees hereunder or for the termination of any Commitment or (except as expressly provided in Section 2.14) extend the expiry date of any Letter of Credit, (iv) release any Guarantor from its obligations hereunder or (v) change the percentage of the Commitments or of the Aggregate LC Exposure or of the aggregate unpaid principal amount of the Loans, or the number of Banks, which shall be required for the Banks or any of them to take any action under this Section or any other provision of this Agreement. Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the relevant Obligor and the Agent with the consent of the Required Banks; provided that no such amendment or waiver shall, unless signed by all the Banks, effect or permit a release of all or substantially all of the Collateral. Notwithstanding the foregoing, Collateral shall be released from the Lien of the Collateral Documents from time to time as necessary to effect any sale or pledge of assets permitted by the Loan Documents, and the Agent shall execute and deliver all release documents reasonably requested to evidence such release.
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Amendments and Waivers Release of Collateral. (a) Neither this Agreement nor any other Loan Document may be amended, modified or supplemented except in accordance with the provisions of this Section. The Required Lenders and the Company (acting on behalf of the Credit Parties) may from time to time amend, modify or supplement the provisions Any provision of this Agreement or any other Loan Document (other than the Collateral Documents) for the purpose of amendingNotes may be amended or waived if, adding tobut only if, such amendment or waiving any provisions or changing waiver is in any manner the rights writing and duties of any Credit Party, any Agent, the LC Issuer or any Lender. Any such amendment, modification or supplement made is signed by the Company (acting on behalf of the Credit Parties) Borrower and the Required LendersBanks (and, if the rights or duties of either Agent are affected thereby, by such Agent); provided that no such amendment or waiver shall, unless signed by all the Banks, (i) increase or decrease the Commitment of any Bank (except for a ratable decrease in accordance the Commitments of all Banks) or subject any Bank to any additional obligation, (ii) reduce the principal of or rate of interest on any Loan or any fees hereunder, (iii) postpone the date fixed for any payment of principal of or interest on any Loan or any fees hereunder or for any scheduled reduction or termination of any Commitment, (iv) change the aggregate amount of Loans required to be repaid on any Principal Repayment Date, (v) release any Guarantor from its obligations hereunder, (vi) change the percentage of the Commitments or of the aggregate unpaid principal amount of the Notes which shall be required for the Banks or any of them to take any action under this Section or any other provision of this Agreement or (vii) change Section 2.12, 8.3 or 8.4. Notwithstanding the foregoing, Article 9 may not be amended with respect to any Guarantor without the consent of such Guarantor. Any provision of the Collateral Documents may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by the relevant Obligor and the Administrative Agent with the provisions consent of this Section the Required Banks; provided that no such amendment or waiver shall, unless signed by all the Banks, effect or permit a release of Collateral. Notwithstanding the foregoing, Collateral shall be binding upon each Credit Party, each Lender, released from the LC Issuer and each Agent. The Agents shall enter into such amendments, modifications, supplements or waivers Lien of the Collateral Documents from time to time as directed necessary to effect any sale or pledge of assets permitted by the Required LendersLoan Documents, and only as so directed, PROVIDED that no the Administrative Agent shall execute and deliver all release documents reasonably requested to evidence such amendment, modification, waiver or supplement may be made which will:
(i) Increase any Commitment over the amount thereof then in effect, or extend the scheduled expiration date of any Commitment, without the written consent of each Lender affected thereby (it being understood that any waiver of a mandatory reduction in Commitments pursuant to Section 2.12(B) may be approved by the Required Lenders);
(ii) Reduce the principal amount of or extend the time for any scheduled payment of any Loan, or reduce the amount of or rate of interest (other than a waiver of any increase in the applicable rate of interest by reason of an Event of Default) or extend the time for scheduled payment of interest borne by any Loan or extend the time for payment of or reduce the amount of any fee or reduce or postpone the date for payment of any fees, expenses, indemnities or amounts payable under any Loan Document, without the written consent of each Lender affected thereby;
(iii) Amend the definition of "Required Lenders" or any other provision of any Loan Document specifying the number or percentage of Lenders (or Lenders of any Class) required to take any action thereunder, or amend this Section 10.03, without the written consent of all the Lenders, or all the Lenders of such Class, as the case may be;release.
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