Common use of Amendments; Consents Clause in Contracts

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document this Agreement or of the Notes, nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks Lenders (and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to ); provided, however, that the contrary notwithstanding, unanimous consent of the Banks all Lenders shall be required with respect to any amendment, modification, termination, or waiver which would effect (a) any increase in the Commitment hereunder, (bi) the extension of maturity of the Notesany Note, or of the payment date of interest thereunderinterest, principal and/or fees thereunder or hereunder, or the payment of commitment or other fees or amounts payable hereunder, (cii) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any NoteNote or in the rate or amount of fees payable pursuant to Section 3.4, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower the Borrowers to the Banks Lenders hereunder, or (diii) any change in any percentage voting requirement, voting rights, or the Majority Banks definition requirement in this Agreement, or (eiv) any change in the dollar amount or percentage of the Lenders' Commitments or any Lender's Commitment (provided that this clause shall not be construed to limit the right of the Borrowers to reduce the Total Commitment Amount pursuant and subject to the provisions of Section 3.2, above), or (v) any change in amount or timing of any fees payable under this Agreement, or (vi) any release of any Guarantor portion of Paymentcollateral, if any, or any release of any Borrower from its obligations under Article 5, or (fvii) any amendment change in any provision of this Agreement which requires all of the Lenders to take any action under such provision or (viii) any change in Section 12.4, Article 14 or this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.15.1

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunderhereunder (provided that this clause (c) shall not apply to any waiver of the application of the Default Rate), (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of PaymentPayment except for the release of a Guarantor of Payment in connection with a transaction expressly permitted pursuant to this Agreement, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this SectionSection 10.3, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks Required Lenders and, in the case of amendments or modifications, Borrower, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks Lenders shall be required with respect to (a) any increase in the Commitment hereunderhereunder (except as specified in Section 2.9(b) hereof), (b) the extension of maturity of the NotesLoans, the payment date of interest or principal thereunder, or the payment date of commitment facility, utilization or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesLoans (provided that the institution of the Default Rate and a subsequent removal of the Default Rate shall not constitute a decrease in interest rate of this Section), or in any amount of principal or interest due on any NoteLoan, or the payment of commitment facility, utilization or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks Lenders hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks Required Lenders definition in this Agreement, (e) the release of any Guarantor of PaymentPayment other than any release permitted by the terms hereof, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks Lenders hereunder shall immediately be forwarded by Borrower Agent to all Banksof the Lenders. Each Bank Lender or other holder of a Note (or interest in any Loan) shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks Required Lenders and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks Lenders shall be required with respect to (a) any increase in the Commitment hereunderhereunder (except as specified in Section 2.9(b) hereof), (b) the extension of the maturity of the NotesLoans, the payment date of interest thereunderor any scheduled principal payment, or the date of payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesLoans (provided that the institution of the Default Rate and a subsequent removal of the Default Rate shall not constitute a decrease in interest rate of this Section), or in any amount of interest or scheduled principal or interest due on any NoteLoan, or the payment of commitment or other fees hereunder or hereunder, (d) any change in the manner of pro rata application of any payments made by Borrower to the Banks Lenders hereunder, (de) any change in any percentage voting requirement, voting rights, or the Majority Banks Required Lenders definition in this Agreement, (ef) the release of any Guarantor of PaymentPayment or material amount of Collateral securing the Obligations, except as contemplated in Section 9.8 hereof and as otherwise permitted under this Agreement (including without limitation, releases which occur automatically and without any additional consent by Agent or any Lender), or (fg) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks Lenders hereunder shall immediately be forwarded by Borrower Agent to all Banksof the Lenders. Each Bank Lender or other holder of a Note (or interest in any Loan) shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document this Agreement or of the Notes, nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks (and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given). Anything herein to the contrary notwithstanding, unanimous Unanimous consent of the all Banks shall be required with respect to (a) any increase in the Commitment hereunder, (bi) the extension of maturity of the Notesany Note, or the payment date of interest interest, principal and/or fees thereunder, or the payment of commitment or other fees or amounts payable hereunder, (cii) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower the Borrowers to the Banks hereunder, or (diii) any change in any percentage voting requirement, voting rights, or the Majority Banks definition requirement in this Agreement, or (eiv) any change in the release dollar amount or percentage of the Banks' Commitments or any Guarantor of PaymentBank's Commitment, or (fv) any amendment change in amount or timing of any fees payable under this Agreement, or (vi) any release of the Guarantors of Payment or any thereof from any obligation of under any Guaranty of Payment or release the Borrowers from their obligations under Section 5.5, or (vii) any change in any provision of this Agreement which requires all of the Banks to take any action under such provision or (viii) any change in Section 11.4(b), 13.1, 13.2 or this Section 10.3 or Section 8.5 hereof14.1 itself. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower the Borrowers to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Sectionsection, regardless of its failure to agree thereto.

Amendments; Consents. (a) No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (ai) any increase in the Commitment hereunder, (bii) the extension of maturity of the Notes, the payment date of principal and interest thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, (ciii) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (div) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (ev) the release of any Guarantor of PaymentPayment or of any collateral securing any part of the Debt, or (fvi) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Borrowers to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.. Any amendment to this

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document this Amended Credit Agreement or of the Notes, nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Required Banks, the Super Majority Banks or all of the Banks as appropriate under this Section 13.02, and then any such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous Unanimous consent of the Banks Banks, or, if there is any borrowing hereunder, the holders of one hundred percent (100%) (by amount) of the Notes, shall be required with respect to (ai) any increase in the Commitment hereunderany Commitment, (b) the extension of maturity of the Notes, Notes or the payment date of interest thereunder, or the payment of commitment or other fees or amounts payable hereunder, (cii) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder Note or any change in the manner of pro Pro rata application of any payments made by Borrower to the Banks hereunder, or any change in amortization schedules, or in the manner of calculating fees or prepayment penalties, (diii) any change in any percentage voting requirement, voting rightsrequirements in this Amended Credit Agreement, or the Majority Banks definition in this Agreement, (eiv) the release of the Amended Guaranty or any Guarantor other guarantee in favor of Paymentthe Banks, or (fv) any amendment to the definitions of Required Banks, Super Majority Banks or Reference Banks set forth herein or to this Section 10.3 13.02, or Section 8.5 hereof(vi) any material amendment to any representation, warranty, covenant, Possible Default, Event of Default or remedy provided for hereunder. Notice The consent of amendments or consents ratified by the Banks hereunder holders of eighty percent (80%)(by amount) of the Notes (the "Super Majority Banks") shall immediately be forwarded by Borrower to all Banks. Each Bank required for any amendments, modifications or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure changes to agree theretoSection 8.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment Commitments hereunder, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Borrower or Guarantor of PaymentPayment or of any collateral in excess of Fifty Thousand Dollars ($50,000) securing the Debt or any part thereof, or (f) any amendment to this Section 10.3 11.3 or Section 8.5 9.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all of the Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunderhereunder or any part thereof, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous no such amendment, modification, termination, waiver or consent of the Banks shall may be required made with respect to (a) any increase in the Total Commitment hereunderAmount (other than pursuant to the provisions of Section 2.07) without the unanimous consent of all of the Banks, (b) the extension of maturity of the NotesMaturity Date, the payment date of interest thereunderor principal with respect thereto, or the payment date of commitment or other fees or amounts payable hereunderhereunder in each case without the consent of each Bank directly affected thereby, (c) any reduction in the rate of interest on the NotesLoans, or in any amount of principal or interest due on any NoteLoan, or any reduction in the payment amount of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunderhereunder in each case without the unanimous consent of all of the Banks, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this AgreementAgreement in each case without the unanimous consent of all of the Banks, (e) the release of any Guarantor of Payment, if any, except in connection with a transaction permitted pursuant to Section 5.07 hereof, without the unanimous consent of all of the Banks or (f) any amendment to this Section 10.3 10.03 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks Required Lenders and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks Lenders shall be required with respect to (a) any increase in the Commitment hereunderhereunder (except as specified in Section 2.11(b) hereof), (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesNotes (provided that the institution of the Default Rate and a subsequent removal of the Default Rate shall not constitute a decrease in interest rate of this Section), or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks Lenders hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks Required Lenders definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks Lenders hereunder shall immediately be forwarded by Borrower Agent to all Banksof the Lenders. Each Bank Lender or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in the method for computing interest or fees on the Notes, (e) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (ef) the release of any Guarantor of Payment, or (fg) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto. In addition, Section 10.11 hereof may not be amended without the prior written consent of any Designating Bank, as defined in Section 10.11 hereof, affected thereby.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of PaymentPayment or of any Collateral or any other security for the Secured Debt, (f) any waiver to Section 4.14 hereof, or (fg) any amendment to this Section 10.3 11.3 or Section 8.5 9.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Borrowers to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, except pursuant to Section 2.8(c) hereof, (b) the extension of maturity of the Notesany Loan, the payment date of interest or principal thereunder, or the payment of commitment facility or other fees or amounts payable hereunderhereunder or the extension of the expiry date of any Letter of Credit beyond the last day of the Commitment Period, (c) any reduction in the rate of interest on the Notesany Loan, or in any amount of principal or interest due on with respect to any NoteLoan, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Borrower or Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Borrowers to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Total Commitment Amount hereunder, (b) the extension of maturity of the NotesCommitment Period, the Maturity Date, the payment date of interest thereunderor principal with respect thereto, or the payment date of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesLoans, or in any amount of principal or interest due on any NoteLoan, or any reduction in the payment amount of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Payment, if any, or Borrower Guaranty, except in connection with a transaction permitted pursuant to Section 5.09 hereof, or (f) any amendment to this Section 10.3 or Section 8.5 8.04 hereof. In addition, the Commitment of any Bank may not be increased without the prior written consent of such Bank. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower or Canadian Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to the Intercreditor Agreement, this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.62

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks (except that Agent may consent to the release of any collateral or other property securing the Debt in an aggregate amount not to exceed a fair market value of One Million Dollars ($1,000,000) during any fiscal year of Borrower) and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunderamount of the Term Loan, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks definition in this Agreement, (e) the release of any Guarantor Pledgor or, except as set forth in the first sentence of Paymentthis Section 10.3, of any collateral securing the Debt or any part thereof, or (f) any amendment to the Intercreditor Agreement, this Section 10.3 or Section 8.5 8.4 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all Xxxxxxxx and each of the Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment date of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Payment, if any, except in connection with a transaction permitted pursuant to Section 5.12 hereof, or (f) any amendment to this Section 10.3 or Section 8.5 8.4 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto. In addition, Section 10.11 hereof may not be amended without the prior written consent of any Designating Bank, as defined in Section 10.11 hereof, affected thereby.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks Required Lenders and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks Lenders shall be required with respect to (a) any increase in the Commitment hereunderhereunder (except as specified in Section 2.11(b) hereof), (b) the extension of maturity of the NotesDebt, the payment date of interest or principal thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesDebt, or in any amount of principal of or interest due on any Notethe Debt, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks Lenders hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks Required Lenders definition in this Agreement, (e) the release of any Guarantor of Payment, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks Lenders hereunder shall immediately be forwarded by Borrower Agent to all Banksof the Lenders. Each Bank Lender or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunderaggregate amount of the Commitments hereunder or of the amount of any Bank's Commitment, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of PaymentPayment or of any collateral securing the Debt or any part thereof, or (f) any amendment to this Section 10.3 9.3 or Section 8.5 8.4 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Total Commitment hereunderAmount hereunder except in accordance with Section 2.06(b) hereof, (b) the extension of the Commitment Period, the maturity of the Notesany Loan, the payment date of interest thereunderor principal with respect thereto, or the payment date of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesLoans, or in any amount of principal or interest due on any NoteLoan, or any reduction in the payment amount of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Payment, if any, except in connection with a transaction permitted pursuant to Section 5.12 hereof, or (f) any amendment to this Section 10.3 or Section 8.5 8.04 hereof. In addition, the Revolving Commitment of any Bank may not be increased without the prior written consent of such Bank. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Total Commitment hereunderAmount hereunder except in accordance with Section 2.07(b) hereof, (b) the extension of the Commitment Period, the maturity of the Notesany Loan, the payment date of interest thereunderor principal with respect thereto, or the payment date of commitment facility or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the NotesLoans, or in any amount of principal or interest due on any NoteLoan, or any reduction in the payment amount of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Payment, if any, except in connection with a transaction permitted pursuant to Section 5.11 hereof, or (f) any amendment to this Section 10.3 or Section 8.5 8.04 hereof. In addition, the Revolving Commitment of any Bank may not be increased without the prior written consent of such Bank. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment facility or other fees or amounts payable hereunder, or any change in the method for computing such interest or fees, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment facility or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Guarantor of Paymentthe Debt, if any, or (f) any amendment to this Section 10.3 or Section 8.5 8.4 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower to all Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto. In addition, Section 10.11 hereof may not be amended without the prior written consent of any Designating Bank, as defined in Section 10.11 hereof, affected thereby.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Required Banks and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunderhereunder (except as specified in Section 2.11(b) hereof), (b) the extension of maturity of the Notes, the payment date of interest or principal thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower Borrowers to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Required Banks definition in this Agreement, (e) the release of any Borrower or Guarantor of PaymentPayment or of any collateral in excess of Fifty Thousand Dollars ($50,000) securing the Debt or any part thereof, or (f) any amendment to this Section 10.3 11.3 or Section 8.5 9.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Borrower Agent to all of the Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.

Amendments; Consents. No amendment, modification, termination, or waiver of any provision of any Loan Document nor consent to any variance therefrom, shall be effective unless the same shall be in writing and signed by the Majority Banks (except that Agent may consent to the release of any collateral or other property securing the Debt in an aggregate amount not to exceed a fair market value of One Million Dollars ($1,000,000) during any fiscal year of Borrower) and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Anything herein to the contrary notwithstanding, unanimous consent of the Banks shall be required with respect to (a) any increase in the Commitment hereunder, (b) the extension of maturity of the Notes, the payment date of interest thereunder, or the payment of commitment or other fees or amounts payable hereunder, (c) any reduction in the rate of interest on the Notes, or in any amount of principal or interest due on any Note, or the payment of commitment or other fees hereunder or any change in the manner of pro rata application of any payments made by Borrower to the Banks hereunder, (d) any change in any percentage voting requirement, voting rights, or the Majority Banks definition in this Agreement, (e) the release of any Guarantor Pledgor or, except as set forth in the first sentence of Paymentthis Section 10.3, of any collateral securing the Debt or any part thereof, or (f) any amendment to this Section 10.3 or Section 8.5 hereof. Notice of amendments or consents ratified by the Banks hereunder shall immediately be forwarded by Agent to Borrower to all and each of the Banks. Each Bank or other holder of a Note shall be bound by any amendment, waiver or consent obtained as authorized by this Section, regardless of its failure to agree thereto.