Common use of Continuing Effect; No Other Waivers or Amendments Clause in Contracts

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (i) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (i) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Revolving Loans and the Existing Revolving Commitments, the Existing Tranche A Term Loans, the Existing Tranche B Term Loans, the Tranche B Term Loans which are prepaid with the proceeds from the 2016 Supplemental Tranche A Term Loans pursuant to Section 4) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, the Guarantee and Collateral Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document in similar or different circumstances. After the First Third Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Credit Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement (as amended hereby) and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (ia) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Tranche B Term Loans) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (iib) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, the Guarantee and Collateral Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document in similar or different circumstances. After the First Seventh Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Credit Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement Agreement, as amended hereby, and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. This Amendment shall not constitute an amendment or waiver of or consent to any provision of the Credit Agreement and the other Loan Documents not expressly referred to herein and shall not be construed as an amendment, waiver or consent to any action on the part of the Borrower that would require an amendment, waiver or consent of the Administrative Agent or the Lenders except as expressly stated herein. The amendments provided for herein are limited to the specific subsections of the Credit Agreement specified herein and shall not constitute a consent, waiver or amendment of, or an indication of the Administrative Agent’s or the Lenders’ willingness to consent to any action requiring consent under any other provisions of the Credit Agreement or the same subsection for any other date or time period. Except as expressly set forth hereinamended, this Amendment shall not (i) constitute a substitution consented to or novationwaived hereby, or a payment and reborrowing, or a termination, the provisions of the Obligations outstanding under the Amended Credit Agreement or instruments guaranteeing or securing and the same, which other Loan Documents are and shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect effect in accordance with their terms. Upon the rights and remedies effectiveness of the Lendersamendments set forth herein, on and after the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any each reference in any Loan Document the Credit Agreement to “this Agreement,” “the Agreement,” “hereunder,” “hereof” or words of like import referring to the “Credit Agreement” shall mean the Amended Credit Agreement, and any each reference in any the other Loan Document Documents to “Credit Agreement,” “thereunder,” “thereof” or words of like import referring to the Guarantee and Collateral Agreement Credit Agreement, shall mean and be a reference to the Guarantee and Collateral Agreement, Credit Agreement as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (i) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Tranche B Term Loans) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, the Guarantee and Collateral Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document in similar or different circumstances. After the First Fourth Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Credit Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement Agreement, as amended hereby, and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as to the extent expressly set forth herein, this Amendment Agreement shall not (i) constitute a substitution an amendment to or novation, or a payment and reborrowing, or a termination, waiver of any provision of the Obligations outstanding under the Amended Credit Agreement or instruments guaranteeing the other Loan Documents and shall not be construed as a consent to any action on the part of the Borrower, or securing any other subsidiary of the sameBorrower that would require an amendment, which waiver or consent of any of the Facility Agent, the Security Trustee or any Finance Party. Except as expressly modified, amended or waived by this 102029966.7 Agreement, the Amended and Restated Credit Agreement and/or the other documents entered into in connection herewith, the provisions of the Credit Agreement and the other Loan Documents are and shall remain in full force and effecteffect in accordance with their terms. After the Amendment and Restatement Effective Date, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies set forth in Section 10.06 of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee provisions of Article 11 of the Credit Agreement (as they exist on the date hereof and Collateral Agreementwithout giving effect to any amendment, waiver or other future modification thereto that is in any manner adverse to the Resigning Parties or their subagents) shall inure to the benefit of the Resigning Parties (and, as amended herebyand to the extent provided therein, their sub-agents) as to any actions taken or any omitted to be taken while it was Facility Agent, Arranger or Security Trustee, as applicable, under the Credit Agreement and the other Loan DocumentDocuments, and it is understood and agreed that the Successor Party (a) shall not alterhave no responsibility or liability whatsoever for any actions taken or failures to take action (including without limitation any matters relating to payments, modifycomputations and accruals) for the period prior to the Amendment and Restatement Effective Date and (b) shall receive all of the benefits, amend indemnifications and exculpations provided for in the Credit Agreement (including without limitation under the provisions of Article 10) that are stated therein to apply to the Facility Agent, Arranger or in any way affect Security Trustee, as applicable, from and after the Amendment and Restatement Effective Date; it being understood and agreed that none of the Resigning Parties nor any of their Affiliates, officers, directors, trustees, employees, shareholders, members, attorneys, and other advisors, agents, representatives and controlling persons (collectively, the terms“Related Parties”) shall have any liability (express or implied) by operation of preceding clauses (a) and (b) (except to the extent arising from the gross negligence, conditionsbad faith or willful misconduct of the Resigning Parties and their Related Parties, obligationsin each case as determined by a court of competent jurisdiction in a final and non-appealable decision). The Resigning Parties shall retain all claims and rights to indemnification under the Credit Agreement and the other Loan Documents for acts, covenants omissions, events or agreements contained circumstances occurring or existing in the Amended Credit Agreementtheir capacity as Facility Agent, Arranger or Security Trustee, as amended herebyapplicable, under the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (ia) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Revolving Loans and the Existing Revolving Commitments and the Existing Tranche A Term Loans) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (iib) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, Agreement (as amended hereby) the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, Agreement (as amended hereby, ) the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, Agreement (as amended hereby, ) the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document in similar or different circumstances. After the First Sixth Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Agreement, Credit Agreement (as amended hereby). This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement (as amended hereby) and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. (a) This Amendment shall not constitute an amendment to or waiver of any provision of the Credit Agreement and the other Loan Documents except as expressly stated herein and shall not be construed as a consent to any action on the part of the Borrower or any other Subsidiary that would require an amendment, waiver or consent of the Agent or the Lenders except as expressly stated herein. Except as expressly set forth hereinamended or waived hereby, this Amendment shall not (i) constitute a substitution or novation, or a payment and reborrowing, or a termination, the provisions of the Obligations outstanding under the Amended Credit Agreement or instruments guaranteeing or securing and the same, which other Loan Documents are and shall remain in full force and effecteffect in accordance with their terms. (b) The parties hereto acknowledge and agree that (i) this Amendment and any other Loan Documents executed and delivered in connection herewith do not constitute a novation, except or termination of the “Obligations” (as modified hereby or defined in the Loan Documents) under the Credit Agreement as in effect prior to the Sixth Amendment Effective Date; (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect such “Obligations” are in all respects continuing (as amended hereby) with only the rights terms thereof being modified to the extent provided in this Amendment; and remedies (iii) the Liens and security interests as granted under the Loan Documents securing payment of such “Obligations” are in all such respects continuing in full force and effect and secure the payments of the Lenders“Obligations”. (c) On and after the Sixth Amendment Effective Date, each reference in the Administrative Agent Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like import, shall mean and be a reference to the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, Agreement as amended hereby, or any other Loan Document, and shall not alter, modify, amend or in any way affect any of this Amendment and the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein Agreement shall be deemed to entitle any Loan Party to read together and construed as a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Agreement, as amended herebysingle instrument. This Amendment shall constitute be a Loan Document for all purposes under the Credit Agreement. (d) For purposes of determining withholding Taxes imposed under FATCA, from and after the effective date of this Amendment, the Borrower and the Agent shall treat (and the Lenders hereby authorize the Agent to treat) the Amended Credit Agreement and as not qualifying as a “grandfathered obligation” within the other Loan Documents.meaning of Treasury Regulation Section 1.1471-2(b)(2)(i) or 1.471‑2T(b)(2)(i). 3 3 Section 3.6

Continuing Effect; No Other Waivers or Amendments. Except as to the extent expressly set forth herein, this Amendment Agreement shall not (i) constitute a substitution an amendment to or novation, or a payment and reborrowing, or a termination, waiver of any provision of the Obligations outstanding under the Amended Credit Agreement or instruments guaranteeing the other Loan Documents and shall not be construed as a consent to any action on the part of any Loan Party, or securing any other subsidiary of any Loan Party that would require an amendment, waiver or consent of the same, which Administrative Agent or any Lender. The provisions of the Credit Agreement and the other Loan Documents are and shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, and shall not alter, modify, amend or effect in any way affect any of the accordance with their terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any reference in any Loan Document the provisions of Article VIII and Section 10.03 of the Credit Agreement shall inure to the “Credit Agreement” shall mean benefit of the Amended Credit AgreementResigning Agent (and, as and any reference in any Loan Document to the Guarantee extent provided therein, its officers, directors, employees, affiliates, agents, advisors and Collateral Agreement shall mean controlling persons (collectively, the Guarantee and Collateral Agreement, “Related Parties”)) as amended hereby. This Amendment shall constitute a Loan Document for all purposes of to any actions taken or omitted to be taken while it was Administrative Agent under the Amended Credit Agreement and the other Loan Documents, and it is understood and agreed that the Successor Agent (a) shall have no responsibility or liability whatsoever for any actions taken or failures to take action in respect of the Loan Documents (including without limitation any matters relating to payments, computations and accruals) for the period prior to the Effective Date and (b) shall receive all of the benefits, indemnifications and exculpations provided for in the Credit Agreement (including without limitation under the provisions of Article VIII and Section 10.03) that are stated therein to apply to the Administrative Agent from and after the Effective Date; it being understood and agreed that none of the Resigning Agent nor any of its Related Parties shall have any liability (express or implied) by operation of preceding clauses (a) and (b). The Resigning Agent shall retain all claims and rights to indemnification under the Credit Agreement and the other Loan Documents for acts, omissions, events or circumstances occurring or existing on or prior to the Effective Date in its capacity as Resigning Agent under the Credit Agreement and the other Loan Documents. The Borrower shall promptly reimburse the Resigning Agent following written demand for all reasonable and documented out-of-pocket costs and expenses incurred by the Resigning Agent in connection with any actions taken pursuant to this Agreement.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (ia) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Tranche B Term Loans) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (iib) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, the Guarantee and Collateral Agreement, as amended hereby, the Guarantee and Collateral Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, Agreement or any other Loan Document in similar or different circumstances. After the First Fifth Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” shall mean the Amended Credit Agreement, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Credit Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement Agreement, as amended hereby, and the other Loan Documents.

Continuing Effect; No Other Waivers or Amendments. Except as expressly set forth herein, this Amendment shall not (i) constitute a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Amended Credit Agreement (other than with respect to the Existing Tranche B Term Loans) or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or (ii) by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Loan Parties under the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement, as amended hereby, the Guarantee and Collateral Agreement, as amended hereby, or any other Loan Document in similar or different circumstances. After the First Amendment Effective Date, any reference in any Loan Document to the “Credit Agreement” Agreement shall mean the Amended Credit Agreement, as amended hereby, and any reference in any Loan Document to the Guarantee and Collateral Agreement shall mean the Guarantee and Collateral Agreement, as amended hereby. This Amendment shall constitute a Loan Document for all purposes of the Amended Credit Agreement and the other Loan Documents.