Common use of Other Consents Clause in Contracts

Other Consents. No Modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Delayed Draw Term Loan Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Delayed Draw Term Loan Commitment of any Lender; (ii) Modifyamend, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modifymodify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent; or (iii) amend, modify or waive this Agreement or the Pledge and Security Agreement so as to alter the ratable treatment of Obligations arising under the Credit Documents and Obligations arising under Hedge Agreements or the definition of “Lender Counterparty,” “Hedge Agreement,” “Obligations,” or “Secured Obligations” in each case in a manner adverse to any Lender Counterparty with Obligations then outstanding without the written consent of any such Lender Counterparty.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifyalter the required application of any repayments or prepayments as between Classes pursuant to Section 2.15 without the consent of Lenders holding more than 50% of each Class which is being allocated a lesser repayment or prepayment as a result thereof; provided, Requisite Lenders may waive, in whole or in part, any prepayment so long as the application, as between Classes, of any portion of such prepayment which is still required to be made is not altered; (iv) amend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or (ivv) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by the Borrower or any other Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment or Term Loan Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment or Term Loan Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without the consent of Swing Line the Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of the Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of this Section 9 11 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without the consent of Swing Line the Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of the Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 10 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) or any other provision relating to Letter of Credit Usage or Letters of Credit without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 11 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; (iv) [Intentionally Omitted]; or (ivv) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Loan Documents, or consent to any departure by any Credit Loan Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of the Swing Line Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) 2.11 without the written consent of Administrative Agent and of the Issuing BankBanks; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender[intentionally reserved]; (iii) Modify[intentionally reserved]; (iv) [intentionally reserved]; Credit and Guaranty Agreement (v) amend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of Administrative Agent and of Issuing Bank; or (ivvi) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than amend, modify or waive this Agreement or the Security Agreement so as expressly set forth to alter the ratable treatment of Obligations arising under the Credit Documents and Secured Obligations arising under Hedging Agreements or the definition of “Hedge Bank”, “Hedging Agreement,”, “Secured Hedge Agreement”, “Treasury Services Agreement”, “Secured Treasury Services Agreement”, “Treasury Services Provider”, “Obligations,” or “Secured Obligations” (as defined therein or in Section 2.24, increase any Revolving Commitment of applicable Collateral Document) in each case in a manner adverse to any Lender over the amount thereof Hedge Bank with Secured Obligations then in effect outstanding without the consent of any such LenderHedge Bank or Treasury Services Provider; provided, no Modfication or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender;or (ii) Modifyamend, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modifymodify, terminate or waive any provision of Section 9 the Credit Documents as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent, as applicable.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party Borrower therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without with the consent of Swing Line the Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of each Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 10 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating of Section 3.2(a) with regard to the Swing Line Sublimit any Credit Extension (whether constituting a Closing Date Term Loan A, a Closing Date Term Loan B or the Swing Line Loans a Delayed Draw Term Loan) without the consent of Swing Line LenderRequisite Lenders; (iii) Modifyalter the required application of any repayments or prepayments as pursuant to Section 2.14, terminate 2.17(g) or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) 2.18 without the written consent of Administrative Agent and of Issuing Bankeach Lender which is being allocated a lesser repayment or prepayment as a result thereof; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof or any other Credit Document as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by the Borrower or any other Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment or 364-Day Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment or 364-Day Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without the consent of Swing Line the Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of each Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of this Section 9 11 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without with the consent of Swing Line the Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of each Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 10 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender;; FIRST LIEN CREDIT AGREEMENT EXECUTION 99 (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, modify, terminate or waive any provision hereof relating to the Swing Line Swingline Sublimit or the Swing Line Swingline Loans without the consent of Swing Line each Swingline Lender; (iii) Modifyamend, modify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e2.3(e) without the written consent of the Administrative Agent and of each Issuing Bank; or (iv) Modifyamend, modify, terminate or waive any provision of Section 9 10 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such Lender; provided, no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifymodify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or; (iviii) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent; or (iv) amend, modify, terminate or waive any provision hereof relating specifically to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment of any Lender over the amount thereof then in effect without the consent of such LenderLender and the Administrative Agent; provided, that no Modfication amendment, modification or waiver of any condition precedent, covenant, Default or Event of Default shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamend, terminate or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender; (iii) Modifymodify, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) 2.3 without the written consent of Administrative Agent and of Issuing Bank; or (iviii) Modifyamend, modify, terminate or waive any provision of Section 9 as the same applies to any Agent, Issuing Bank or Borrowing Base Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, Issuing Bank or Borrowing Base Agent, in each case without the consent of such Agent, Issuing Bank or Borrowing Base Agent, as applicable. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, modification, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended without the consent of such Lender.

Other Consents. No Modificationamendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by any Credit Party therefrom, shall: (i) other than as expressly set forth in Section 2.24, increase any Revolving Commitment amend the definition of any Lender over the amount thereof then in effect “Requisite Lenders” without the consent of such Lender; providedRequisite Lenders; (ii) amend, modify, terminate or waive any condition precedent in Section 3.1 with regard to the making of any Loan without the consent of the Requisite Lenders (it being understood that no Modfication or waiver of any condition precedent, covenant, Default or Event of Default by the Requisite Lenders, nor any waiver or amendment of any covenant, representation or other provision not in Section 3.1 shall constitute an increase in any Revolving Commitment of any Lender; (ii) Modifyamendment, terminate modification or waive any provision hereof relating to the Swing Line Sublimit or the Swing Line Loans without the consent of Swing Line Lender;waiver); or (iii) Modifyamend, terminate or waive any obligation of Lenders relating to the purchase of participations in Letters of Credit as provided in Section 2.4(e) without the written consent of Administrative Agent and of Issuing Bank; or (iv) Modifymodify, terminate or waive any provision of Section 9 as the same applies to any Agent, or any other provision hereof as the same applies to the rights or obligations of any Agent, in each case without the consent of such Agent. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, modification, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended without the consent of such Lender.