Amendments, Waivers and Consent. This Agreement may be amended, and the observance of any term hereof may be waived (either retroactively or prospectively) with (and only with) the written consent of the Company and the Required Holders; provided, however, that no such amendment or waiver may, without the prior written consent of the Holder of each Note then outstanding and affected thereby, (a) subject any Holder to any additional obligation, (b) reduce the principal of (or premium, if any) or rate of interest on, any Note, (c) postpone the date fixed for any payment of principal of (or premium, if any) or interest on any Note (other than a deferral of interest pursuant to Section 3.01(b) or a waiver of any increase in the interest rate on the Notes upon the occurrence of an Event of Default pursuant to Article 10), (d) change the ranking or priority of the Notes or the percentage of the aggregate principal amount of the Notes the Holders of which shall be required to consent or take any other action under this Section 13.02 or any other provision of this Agreement, (e) modify or change any provision of this Agreement or the related definitions affecting the subordination or ranking of the Notes or any Guarantee in a manner which adversely affects the Holders or (f) release any Guarantor from any of its obligations under its Guarantee or this Agreement otherwise than in accordance with the terms of this Agreement. No amendment or waiver of this Agreement will extend to or affect any obligation, covenant, agreement, Default or Event of Default not expressly amended or waived or thereby impair any right consequent thereon. As used herein, the term this “Agreement” and references thereto shall mean this Agreement as it may from time to time be amended, supplemented or modified.
Amendments, Waivers and Consent. Any provision in this Agreement or the Notes to the contrary notwithstanding, changes in or additions to this Agreement may be made, and compliance with any covenant or provision herein or therein set forth may be omitted or waived, if the Company shall obtain consent thereto in writing from the holder of the Notes; provided that no such consent shall be effective to reduce or to postpone the date fixed for the payment of the principal (including any required redemption) or interest payable on the Notes, without the consent of the holder thereof. Any waiver or consent may be given subject to satisfaction of conditions stated therein and any waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Written notice of any waiver or consent effected under this subsection shall promptly be delivered by the Company to any holder who did not execute the same. No failure or delay on the part of the Investor, or any other holder of the Notes in exercising any right, power or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy hereunder. The remedies herein provided are cumulative and not exclusive of any remedies provided by law.
Amendments, Waivers and Consent. Any amendment or waiver of, or any consent given under, any provision of this Agreement shall be in writing and, in the case of an amendment, signed by the parties to this Agreement.
Amendments, Waivers and Consent. Any provision in this Agreement, the Notes or the Warrants to the contrary notwithstanding, changes in or additions to this Agreement may be made, and compliance with any covenant or provision herein or therein set forth may be omitted or waived, if the Company shall obtain consent thereto in writing from the Purchasers. Any waiver or consent may be given subject to satisfaction of conditions stated therein and any waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.
Amendments, Waivers and Consent. None of the terms or provisions of this Agreement may be waived, altered, modified or amended orally, but only by an agreement in writing signed by the Company or any successor or assign of the Company and the Holder or any successor or assign. No failure to exercise, nor any delay in exercising, on the part of the Holder, any right, power or privilege hereunder shall operate as a waiver thereof. No single or partial exercise of any right, power or privilege hereunder shall preclude any other or further exercise thereof or the exercise of any other right, power or privilege. A waiver by the Holder of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy which the Holder would otherwise have on any future occasion. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies provided by law.
Amendments, Waivers and Consent. (1) Any provision of this Agreement may be amended or varied by the Lender by notice in writing to the Borrower and such amendment shall take effect from the date specified in such notice. An Event of Default may be waived before or after it occurs only if the Lender so agrees in writing.
Amendments, Waivers and Consent. For the purposes of this Agreement and all agreements executed pursuant hereto, no course of dealing between or among any of the parties hereto and no delay on the part of any party hereto in exercising any rights hereunder or thereunder shall operate as a waiver of the rights hereof and thereof. This Agreement may not be amended or modified or any provision hereof waived without the joint written consent of (a) the Company, (b) Stockholders holding a majority of the shares of Common Stock, and (c) Preferred Stockholders holding not less than 662/3% of the shares of Common Stock issued upon conversion of the Preferred Stock then held by such Preferred Stockholders with the Preferred Stockholders voting together as a single class; provided that any party may waive any provision hereof intended for its benefit by written consent; provided, further, that the observance of any term hereof relating to the rights of the Investors may be amended, modified or waived (either retroactively or prospectively) with (and only with) the written consent of the Investors.
Amendments, Waivers and Consent. For the purposes of this Agreement and all agreements executed pursuant hereto, no course of dealing between or among any of the parties hereto and no delay on the part of any party hereto in exercising any rights hereunder or thereunder shall operate as a waiver of the rights hereof and thereof. This Agreement may not be amended or modified or any provision hereof waived without the joint written consent of (a) the Company, (b) Stockholders holding a majority of the shares of Common Stock of the Stockholders, and (c) Preferred Stockholders holding not less than 662/3% of the shares of Standard Common Stock issued or issuable upon conversion of the Preferred Stock then held by such Preferred Stockholders with the Preferred Stockholders voting together as a single class; provided that any party may waive any provision hereof intended for its benefit by written consent; provided, further, that the observance of any term hereof relating to the rights of the holders of Series D Preferred Stock (or any Standard Common Stock issued upon conversion thereof) may be amended, modified or waived (either retroactively or prospectively) with (and only with) the written consent of the holders of at least 662/3% of the issued and outstanding shares of the Series D Preferred Stock on an as-converted to Common Stock basis; and provided, further, that the observance of any term hereof relating to the rights of the holders of Series E Preferred Stock (or any Common Stock issued upon conversion thereof) may be amended, modified or waived (either retroactively or prospectively) with (and only with) the written consent of the holders of at least 662/3% of the issued and outstanding shares of the Series E Preferred Stock on an as-converted to Common Stock basis.
Amendments, Waivers and Consent. 15.3.1 The Parties agree that the Agreement may be amended only in writing by a duly empowered representative of each Party. Neither Party will be deemed to have waived a right under this Agreement unless expressly specified in writing by a duly empowered representative.
Amendments, Waivers and Consent. Changes in or additions to this Transition Agreement may be made, any required consent may be given, or compliance with any term, covenant, agreement, condition or provision set forth herein or therein may be omitted or waived (either generally or in a particular instance and either retroactively or prospectively), only upon written consent of the parties hereto; PROVIDED, HOWEVER, that no waiver or consent on any one instance shall be deemed to be or be construed as a further or continuing waiver of any such term or condition unless it expressly so provides.
