Common use of Course of Dealing; Amendments and Waivers Clause in Contracts

Course of Dealing; Amendments and Waivers. No course of dealing ----------------------------------------- between any Lender or the Agent, on one hand, and the Borrowers or any other Obligor, on the other hand, will operate as a waiver of any of the Lenders' or the Agent's rights under this Agreement or any other Credit Document or with respect to the Credit Obligations. Each of the Borrowers and the Obligors acknowledges that if the Lenders or the Agent, without being required to do so by this Agreement or any other Credit Document, give any notice or information to, or obtain any consent from, the Borrowers or any other Obligor, the Lenders and the Agent shall not by implication have amended, waived or modified any provision of this Agreement or any other Credit Document, or created any duty to give any such notice or information or to obey such consent on any future occasion. No delay or omission on the part of any Lender or the Agent in exercising any right under this Agreement or any other Credit Document or with respect to the Credit Obligations shall operate as a waiver of such right or any other right hereunder or thereunder. A waiver on any one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion. No waiver, consent or amendment with respect to this Agreement or any other Credit Document shall be binding unless it is in writing and signed by the Agent or the Required Lenders. Any term, covenant, agreement or condition of any Credit Document may be amended or waived if such amendment or waiver is in writing and is signed by the Required Lenders (or by the Agent with written consent of the Required Lenders), the Borrowers and any other party thereto; provided, however, that any -------- ------ amendment, waiver or consent which affects the rights or duties of the Agent, the Swing Line Lender or the Issuing Bank must be in writing and be signed also by the affected Agent, Swing Line Lender or Issuing Bank; and provided further, -------- ------- that any amendment, waiver or consent which effects any of the following changes must be in writing and signed by all Lenders (or by the Agent with the written consent of all Lenders):

Course of Dealing; Amendments and Waivers. No course of dealing ----------------------------------------- between any Lender or the AgentHarcourt, on one hand, and the Borrowers Company, any of its Subsidiaries or any other Obligorof their respective Affiliates, on the other hand, will shall operate as a waiver of any of the Lenders' or the Agent's rights of Harcourt under this Agreement or any other Credit Document or with respect to the Credit Obligations. Each of the Borrowers and the Obligors The Company acknowledges that if the Lenders or the AgentHarcourt, without being required to do so by this Agreement or any other Credit DocumentAgreement, give gives any notice or information toto the Company, or obtain any consent from, the Borrowers of its Subsidiaries or any other Obligorof their respective Affiliates, the Lenders and the Agent Harcourt shall not by implication have amended, waived or modified any provision of this Agreement or any other Credit DocumentAgreement, or created any duty to give any such notice or information or to obey obtain any such consent on any future occasion. No delay or omission on the part of any Lender or the Agent Harcourt in exercising any right under this Agreement or any other Credit Document or with respect to the Credit Obligations shall operate as a waiver of such right or any other right hereunder or thereunder. A waiver on any one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion. No waiver, consent or amendment with respect to this Agreement or any other Credit Document shall be binding unless it is in writing and signed by Harcourt and, in the Agent or the Required Lenders. Any termcase of an amendment, covenant, agreement or condition of any Credit Document may be amended or waived if such amendment or waiver is in writing and is signed by the Required Lenders (Company. Although Harcourt shall have no duty to agree to any waiver, consent or amendment with respect to this Agreement, Harcourt shall give due consideration in accordance with its business judgment to each request made by the Agent with written Company for any such waiver, consent or amendment. Any waiver, consent, amendment or notice of the Required Lenders), the Borrowers and termination entered into by any other party thereto; provided, however, that any -------- ------ amendment, waiver or consent which affects the rights or duties of the Agent, the Swing Line Lender or the Issuing Bank must be in writing and be signed also by the affected Agent, Swing Line Lender or Issuing Bank; and provided further, -------- ------- that any amendment, waiver or consent which effects for any of the following changes must purposes need not be in writing and signed specifically authorized or approved by all Lenders the Board of Directors of such party (or any duly appointed committee of the Board of Directors of such party with authority to act for such purposes) if such waiver, consent, amendment or notice of termination is approved by the Agent an officer of such party who is authorized to approve such type of waiver, consent, amendment or notice of termination: (a) to cure any ambiguity herein; (b) to cure, correct or supplement any defect or inconsistent provision contained herein; or (c) to make any provision in regard to matters or questions arising hereunder which is not inconsistent with the written consent provisions of all Lenders):this Agreement and which does not adversely affect the interests of such party.

Course of Dealing; Amendments and Waivers. No course of dealing between ----------------------------------------- between any Lender or the Agent, on one hand, and the Borrowers Company or any other Obligor, on the other hand, will shall operate as a waiver of any of the Lenders' or ', the Agent's, the Company's or any other Obligor's rights under this Agreement or any other Credit Document or with respect to the Credit Obligations. Each of the Borrowers Company and the Obligors Guarantors acknowledges that if the Lenders or the Agent, without being required to do so by this Agreement or any other Credit Document, give any notice or information to, or obtain any consent from, the Borrowers Company or any other Obligor, the Lenders and the Agent shall not by implication have amended, waived or modified any provision of this Agreement or any other Credit Document, or created any duty to give any such notice or information or to obey obtain any such consent on any future occasion. Each of the Lenders acknowledges that if the Company or any of its Subsidiaries, without being required to do so by thi s Agreement or any other Credit Document, gives any notice or information to, or obtains any consent from, any of the Lenders, neither the Company nor any of the other Obligors shall by implication have amended, waived or modified any provision of this Agreement or any other Credit Document, or created any duty to give any such notice or information or to obtain any such consent on any future occasion. No delay or omission on the part of any Lender Lender, the Agent, the Company or the Agent any other Obligor in exercising any right under this Agreement or any other Credit Document or with respect to the Credit Obligations shall operate as a waiver of such right or any other right hereunder or thereunder. A waiver on any one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion. No waiver, consent or amendment with respect to this Agreement or any other Credit Document shall be binding unless it is in writing and signed by the Agent or the Required Lenders. Any term, covenant, agreement or condition of any Credit Document may be amended or waived if such amendment or waiver is in writing and is signed by the Required Lenders (or by the Agent with written consent of the Required Lenders), the Borrowers and any other party thereto; provided, however, that any -------- ------ amendment, waiver or consent which affects the rights or duties of the Agent, the Swing Line Lender or the Issuing Bank must be in writing and be signed also by the affected Agent, Swing Line Lender or Issuing Bank; and provided further, -------- ------- that any amendment, waiver or consent which effects any of the following changes must be in writing and signed by all Lenders (or by the Agent with the written consent of all Lenders):.

Course of Dealing; Amendments and Waivers. No course of dealing ----------------------------------------- between any Lender or the Agent, on one hand, and the Borrowers or any other Obligor, on the other hand, will operate as a waiver of any of the Lenders' ’ or the Agent's ’s rights under this Agreement or any other Credit Document or with respect to the Credit Obligations. Each of the Borrowers and the Obligors acknowledges that if the Lenders or the Agent, without being required to do so by this Agreement or any other Credit Document, give any notice or information to, or obtain any consent from, the Borrowers or any other Obligor, the Lenders and the Agent shall not by implication have amended, waived or modified any provision of this Agreement or any other Credit Document, or created any duty to give any such notice or information or to obey such consent on any future occasion. No delay or omission on the part of any Lender or the Agent in exercising any right under this Agreement or any other Credit Document or with respect to the Credit Obligations shall operate as a waiver of such right or any other right hereunder or thereunder. A waiver on any one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion. No waiver, consent or amendment with respect to this Agreement or any other Credit Document shall be binding unless it is in writing and signed by the Agent or the Required Lenders. Any term, covenant, agreement or condition of any Credit Document may be amended or waived if such amendment or waiver is in writing and is signed by the Required Lenders (or by the Agent with written consent of the Required Lenders), the Borrowers and any other party thereto; provided, however, that any -------- ------ amendment, waiver or consent which affects the rights or duties of the Agent, the Swing Line Lender or the an Issuing Bank must be in writing and be signed also by the affected Agent, Swing Line Lender or Issuing Bank; and provided further, -------- ------- that any amendment, waiver or consent which effects any of the following changes must be in writing and signed by all Lenders (or by the Agent with the written consent of all Lenders):