Common use of Amendments Consents Conflicts and Waivers Clause in Contracts

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION 13.11(a) or any other provision of this Agreement, or (v) amend, modify or waive this SECTION 13.11(a) or the Pro Rata or ratable treatment of Lenders under this Agreement.

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Unreimbursed Amount or Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Unreimbursed Amount or Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION 13.11(a) or any other provision of this Agreement, or ; (v) amend, modify or waive this SECTION 13.11(a), or (vi) amend, modify or waive the Pro Rata or ratable treatment of Lenders under this Agreement, or amend, modify or waive the obligation of Borrower to Cash Collateralize the outstanding amount of Letters of Credit.

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically providedprovided (including the next two sentences of this SECTION 13.11(A)), (i) this Agreement may only be amended, modified modified, or waived only by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except removal of Administrative Agent as provided in SECTION 12) by Administrative Agent, and may only be supplemented by 56 63 documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver only if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; . Except as provided that no such amendment in SECTION 13.11(B) below, if Borrower shall request a waiver or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any consent of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Required Lenders or any of them to take any action under this SECTION 13.11(a) Agreement or any other provision Loan Document and deliver to Administrative Agent all information and documentation requested by Administrative Agent in connection therewith, Administrative Agent shall endeavor to promptly forward such request and related documents and information to Lenders and request that Lenders approve or deny Borrower's request within a reasonable time (but not to exceed 30 days). If Administrative Agent has not received the vote of this Agreementall Lenders within 30 days after such request has been sent to Lenders, Administrative Agent, in its sole and absolute discretion, may (and is hereby authorized by Lenders to) grant such waiver or consent if 66.667% (or in the case of any amendment, consent, or (vwaiver with respect to any covenant or requirement in Section 9.30, 81%) amend, modify or waive this SECTION 13.11(a) or the Pro Rata or ratable treatment of Lenders under this Agreementvoting have approved such waiver or consent.

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except removal of Administrative Agent as provided in SECTION 12) by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, or (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION 13.11(a) or any other provision of this Agreement, or (v) amend, modify or waive this SECTION 13.11(a) or the Pro Rata or ratable treatment of Lenders under this Agreement.

Amendments Consents Conflicts and Waivers. (aA) Except as otherwise specifically provided, (i) no amendment or waiver of any provision of this Agreement may only or any other Loan Document, and no consent to any departure by Borrower or any other Obligor therefrom, shall be amended, modified or waived effective unless by an instrument in writing executed jointly by Borrower and Required Lenders, and, acknowledged by Administrative Agent (such acknowledgment not to be unreasonably withheld), and each such waiver or consent shall be effective only in the case of any matter affecting Administrative Agent by Administrative Agentspecific instance and for the specific purpose for which given, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof; provided, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendmenthowever, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment amendment, waiver or waiver consent shall, unless signed by each Lender directly affected thereby, : (i) increase waive any condition set forth in SECTION 7.1(A) without the Commitment written consent of such each Lender, (ii) reduce extend or increase the principal Commitment of or rate any Lender without the written consent of interest on any Borrowing or any fees or other amounts payable hereundersuch Lender, (iii) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal, interest, fees or other amounts due to the payment Lenders (or any of them) hereunder or under any scheduled installment other Loan Document without the written consent of each Lender directly affected thereby, (iv) reduce the principal of, or the rate of or interest on specified herein on, any Borrowing or LC, or (subject to CLAUSE (IV) of the third proviso to this SECTION 14.11) any fees or other amounts payable hereunder or for termination under any other Loan Document, or change the manner of computation of any financial ratio (including any change in any applicable defined term) used in determining the Applicable Margin that would result in a reduction of any interest rate on any Borrowing or any fee payable hereunder without the written consent of each Lender directly affected thereby; provided, however, that only the consent of the Total CommitmentRequired Lenders shall be necessary to amend the definition of "DEFAULT RATE" or to waive any obligation of Borrower to pay interest or LC fees as set forth in SECTIONS 5.3 and 5.4 at the Default Rate, (ivv) change SECTION 3.11 or SECTION 12.8 in a manner that would alter the percentage pro rata sharing of payments required thereby without the Total Commitment or written consent of the unpaid principal amount each Lender, (vi) change any provision of the Notes, this SECTION 14.11 or the number definition of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION 13.11(a) "REQUIRED LENDERS" or any other provision hereof specifying the number or percentage of this AgreementLenders required to amend, waive or otherwise modify any rights hereunder or make any determination or grant any consent hereunder without the written consent of each Lender, (vii) except as set forth in SECTION 6.1, discharge any Subsidiary Guarantor without the written consent of each Lender, or (vviii) amendrelease all or a material portion of the Collateral Properties in any transaction or series of related transactions without the written consent of each Lender; and, modify provided further, that (i) no amendment, waiver or waive this SECTION 13.11(aconsent shall, unless in writing and signed by Administrative Agent in addition to the Lenders required above, affect the rights or duties of Administrative Agent under any LC Agreement relating to any LC issued or to be issued by it; (ii) no amendment, waiver or consent shall, unless in writing and signed by Swing Line Lender in addition to the Pro Rata Lenders required above, affect the rights or ratable treatment duties of Lenders Swing Line Lender under this Agreement; (iii) no amendment, waiver or consent shall, unless in writing and signed by Administrative Agent in addition to the Lenders required above, affect the rights or duties of Administrative Agent under this Agreement or any other Loan Document; and (iv) the letter agreement between Administrative Agent and Borrower may be amended, or rights or privileges thereunder waived, in a writing executed only by the parties thereto. 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.

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Unreimbursed Amount or Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Unreimbursed Amount or Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION Section 13.11(a) or any other provision of this Agreement, or ; (v) amend, modify or waive this SECTION Section 13.11(a); or (vi) amend, modify or waive the Pro Rata or ratable treatment of Lenders under this Agreement, or amend, modify or waive the obligation of Borrower to Cash Collateralize the outstanding amount of Letters of Credit.

Amendments Consents Conflicts and Waivers. (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an amendment, modification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by each Lender directly affected thereby, (i) increase the Commitment of such Lender, (ii) reduce the principal of or rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to take any action under this SECTION 13.11(a) or any other provision of this Agreement, or (v) amend, modify or waive this SECTION 13.11(a) or the Pro Rata or ratable treatment of Lenders under this Agreement.