Common use of Consent of Purchasers Clause in Contracts

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents. (b) Notwithstanding anything to the contrary contained in Section 9.8(a) hereof, Agent shall not without the prior written consent of the Required Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the Notes, (iii) waive any Event of Default, (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a) hereof, and subject to any applicable limitation set forth in Section 9.8(b) hereof, Agent shall not, without the prior written consent of Required Purchasers: (i) consent to the Company taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents or (ii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the Notes, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company or to collect the debt owed pursuant to the Notes, or defending any and all actions brought by the Company or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1 (a), (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Loan Party's taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers Purchaser and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s 's or any Purchaser’s 's rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1 (a), (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Loan Party’s taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers Purchaser and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents. Notwithstanding the foregoing, each Purchaser shall make its own investment decision with regard to the Notes, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a), (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Loan Parties’ taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by upon written instruction from the Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a), (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase DocumentsDocuments (except Agent shall be permitted to make immaterial clarifications). (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company or to collect the debt owed Indebtedness under the Notes instituting and pursuing all legal actions brought against the Loan Parties under the Loan Parties’ Guaranty, the Negative Pledge and the Environmental Indemnity Agreement subject to and pursuant to the Notesterms thereof, or to collect from the Loan Party under Note and Equity Purchase Agreement 94 the Loan Parties’ Guaranty, the Environmental Indemnity Agreement and the Negative Pledge subject to the terms thereof, or defending any and all actions brought by the Company or any Loan Party or any other Person; , or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Subordinated Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Subordinated Notes and the determination as to the basis on which and extent to which purchases of Subordinated Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not not, without the prior written consent of the Required all Purchasers then holding Subordinated Notes: (i) extend any payment date under the Subordinated Notes, (ii) reduce any interest rate applicable to any of the NotesSubordinated Notes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a), (iv) compromise or settle all or a portion of the Indebtedness under the Subordinated Notes, (v) release any obligor from the Indebtedness under the Subordinated Notes except in connection with full payment and satisfaction of all Indebtedness under the Subordinated Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Loan Parties' taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to Indebtedness under the Subordinated Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or to collect the debt owed pursuant to Indebtedness under the Subordinated Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Subordinated Notes or Agent’s 's or any Purchaser’s 's rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a) hereof, (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Middleby Company’s taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers Purchaser and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the any Middleby Company or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the any Middleby Company or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Senior Term Notes and the Purchase Transaction Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Transaction Documents. Notwithstanding the foregoing, each Purchaser shall make its own investment decision with regard to the Senior Term Notes, including, without limitation, the credit judgment with respect to the purchasing of the Senior Term Notes and the determination as to the basis on which and extent to which purchases of Senior Term Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.11(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Senior Term Notes: (i) extend any payment date under the Senior Term Notes, ; (ii) reduce any interest rate applicable to any of the Notes, Senior Term Notes or any fee payable to the Purchasers hereunder; (iii) waive any Event of Default, Default under Section 8.1(a); (iv) compromise or settle all or a portion of the Indebtedness under the Senior Term Notes, ; (v) release any obligor from the Indebtedness under the Senior Term Notes except in connection with full payment and satisfaction of all Indebtedness under the Senior Term Notes, ; (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.11(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.11(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.11(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company Loan Parties' taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Transaction Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Transaction Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by upon written instruction from the Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Transaction Documents and available at law or in equity to protect the rights of Agent and the Purchasers and collect the debt owed pursuant to Indebtedness under the Senior Term Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or to collect the debt owed pursuant to Indebtedness under the Senior Term Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Senior Term Notes or Agent’s 's or any Purchaser’s 's rights or remedies.

Consent of Purchasers. (a) 5.9.1 Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Transaction Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Transaction Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) 5.9.2 Notwithstanding anything to the contrary contained in this Section 9.8(a) hereof5.9, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of Default, (iv) compromise or settle all or a portion of the Indebtedness indebtedness under the Notes, (v) release any obligor from the Indebtedness indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b5.9(b). (c) 5.9.3 Notwithstanding anything to the contrary contained in Section 9.8(a5.9(a) hereof, and subject to any applicable limitation set forth in Section 9.8(b5.9(b) hereof, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default (as hereinafter defined); (ii) consent to the Company or any subsidiary taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Transaction Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Transaction Documents. (d) After an acceleration . An “Event of Default” under any one or more of the debt owed pursuant to the Notes, Agent Notes shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options constitute an “Event of Default” under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company or to collect the debt owed pursuant to the Notes, or defending any and all actions brought by the Company or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remediesAgreement.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents. Notwithstanding the foregoing, each Purchaser shall make its own investment decision with regard to the Notes, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a), (iv) compromise or settle all or a portion of the Indebtedness under the Notes, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereofabove, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereofabove, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Synodys Companies’ taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by upon written instruction from the Required Purchasers, to exercise or refrain from exercising any and all rights, remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party or Topco or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s or any Purchaser’s rights or remedies.

Consent of Purchasers. (a) Except as expressly provided herein, Agent shall have the sole and exclusive right to service, administer and monitor the Notes and the Purchase Documents related thereto, including, without limitation, the right to exercise all rights, remedies, privileges and options under this Agreement and under the other Purchase Documents, including, without limitation, the credit judgment with respect to the purchasing of the Notes and the determination as to the basis on which and extent to which purchases of Notes may be made. (b) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereof, Agent shall not without the prior written consent of the Required all Purchasers then holding Notes: (i) extend any payment date under the Notes, (ii) reduce any interest rate applicable to any of the NotesNotes or any fee payable to Purchasers hereunder, (iii) waive any Event of DefaultDefault under Section 8.1(a), (iv) compromise or settle all or a portion of the Indebtedness under the NotesNote, (v) release any obligor from the Indebtedness under the Notes except in connection with full payment and satisfaction of all Indebtedness under the Notes, (vi) amend the definition of Required Purchasers, or (vii) amend this Section 9.8(b9.10(b). (c) Notwithstanding anything to the contrary contained in Section 9.8(a9.10(a) hereof, and subject to any applicable limitation set forth in Section 9.8(b9.10(b) hereof, Agent shall not, without the prior written consent of Required Purchasers: (i) waive any Event of Default; (ii) consent to the Company any Loan Party's taking any action that, if taken, would constitute an Event of Default under this Agreement or under any of the other Purchase Documents Documents; or (iiiii) amend or modify or agree to an amendment or modification of this Agreement or other Purchase Documents. (d) After an acceleration of the debt owed pursuant to the NotesIndebtedness, Agent shall have the sole and exclusive right, after consultation (to the extent reasonably practicable under the circumstances) with all Purchasers and, unless otherwise directed in writing by Required Purchasers, to exercise or refrain from exercising any and all rights, 64 remedies, privileges and options under this Agreement or the other Purchase Documents and available at law or in equity to protect the rights of Agent and Purchasers and collect the debt owed pursuant to Indebtedness under the Notes, including, without limitation, instituting and pursuing all legal actions brought against the Company any Loan Party (other than ACE Funding) or to collect the debt owed pursuant to Indebtedness under the Notes, or defending any and all actions brought by the Company any Loan Party or other Person; or incurring expenses or otherwise making expenditures to protect the collateral, the Notes or Agent’s 's or any Purchaser’s 's rights or remedies.