Common use of Reservation of Rights; No Waiver by Conduct Clause in Contracts

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30, 2003 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, or (iii) any Event of Default under the Loan Documents, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks under any of the documents referred to herein or applicable law. Further, the Agent and the Banks shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks may have against the Loan Parties. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the Banks, as the case may be, in the manner required by the Credit Agreement. No course of dealing on the part of the Agent or the Banks, nor any delay or failure on the part of the Agent or the Banks in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment letter agreement grants a restructuring opportunity limited forbearance until April 30October 31, 2003 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendmentherein. Except as otherwise expressly provided Excepting only the waiver of Existing Events of Default set forth herein, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, Defaults or (iii) any Event Events of Default under or of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or holders of the Banks Notes under any of the documents referred to herein or applicable law. Further, the Agent and holders of the Banks Notes shall have the right to waive any conditions set forth in this Amendment letter agreement and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or holders of the Banks Notes may have against the Loan PartiesCompany or the Guarantors. No waiver of the rights or any condition of this Amendment letter agreement and/or any other document by the Agent or holders of the Banks Notes shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or holders of the BanksNotes, as the case may be, in the manner required by paragraph 11C of the Credit Note Agreement. No course of dealing on the part of the Agent or holders of the BanksNotes, nor any delay or failure on the part of the Agent or holders of the Banks Notes in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity limited forbearance until April November 30, 2003 2001 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except Excepting only the waiver of the Existing Defaults as otherwise expressly provided set forth herein, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, new Defaults or (iii) any Event of Default under of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or holders of the Banks Notes under any of the documents referred to herein or applicable law. Further, the Agent and holders of the Banks Notes shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or holders of the Banks Notes may have against the Loan PartiesBorrower or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or holders of the Banks Notes shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or holders of the Banks, as the case may be, Notes in the manner required by paragraph 11C of the Credit Note Agreement. No course of dealing on the part of the Agent or the Banksany holder of a Note, nor any delay or failure on the part of the Agent or the Banks any holder of a Note in exercising any right, power or privilege hereunder hereunder, shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This The Second Amendment, as modified by the Third Amendment, the Fourth Amendment, the Fifth Amendment and the Sixth Amendment, and as further modified by this Amendment, grants a restructuring opportunity limited forbearance until April 30January 31, 2003 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment and this Amendment. Except Excepting only the waiver of the Existing Defaults as otherwise expressly provided hereinset forth in the Second Amendment and in the Sixth Amendment, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30September 14, 2003 2001 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, Defaults (ii) any Restructuring Event of Defaultexcept to the extent and on the terms expressly set forth herein), or (iii) a waiver of any Event new Events of Default under or defaults of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesCompany. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 12.5 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30, 2003 2002 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided hereinin Section 1.12 hereof, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, or (iii) any Event of Default under the Loan Documents, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks under any of the documents referred to herein or applicable law. Further, the Agent and the Banks shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks may have against the Loan Parties. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the Banks, as the case may be, in the manner required by the Credit Agreement. No course of dealing on the part of the Agent or the Banks, nor any delay or failure on the part of the Agent or the Banks in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This The Second Amendment, as modified by the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment and the Eighth Amendment, and as further modified by this Amendment, grants a restructuring opportunity limited forbearance until April 30October 31, 2003 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment, the Eighth Amendment and this Amendment. Except Excepting only the waiver of the March 2003 Defaults as otherwise expressly provided hereinset forth in this Amendment, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30June 28, 2003 2002 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, or (iii) any Event of Default under the Loan Documents, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks under any of the documents referred to herein or applicable law. Further, the Agent and the Banks shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks may have against the Loan Parties. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the Banks, as the case may be, in the manner required by the Credit Agreement. No course of dealing on the part of the Agent or the Banks, nor any delay or failure on the part of the Agent or the Banks in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30, 2003 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege. The modifications set forth herein with respect to Facility LCs will not change in any manner the modifications addressed in any of the Prior Amendments or impair any rights or remedies in favor of the Lenders or the Agent as established in any of the Prior Amendments. Without limiting the generality of the preceding sentence, the Borrowers acknowledge that the "Improvement Period" granted to the Borrowers under the Prior Amendments expired on January 31, 2003, and that nothing contained in this Amendment is intended to address the effect of such expiration or impair any obligations, rights or remedies that may exist under the terms and conditions set forth in the Prior Amendments.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30January 31, 2003 2002 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, Defaults (ii) any Restructuring Event of Defaultexcept to the extent and on the terms expressly set forth herein), or (iii) a waiver of any Event new Events of Default under or defaults of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesCompany. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 12.5 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This The Second Amendment, as modified by the Third Amendment and as further modified by this Amendment, grants a restructuring opportunity limited forbearance until April 30February 28, 2003 2002 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in the Second Amendment, the Third Amendment and this Amendment. Except Excepting only the waiver of the Existing Defaults as otherwise expressly provided hereinset forth in the Second Amendment, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity limited forbearance until April November 30, 2003 2001 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except Excepting only the waiver of the Existing Defaults as otherwise expressly provided set forth herein, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.any

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30, 2003 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event of Default, Defaults or (iii) any Event Events of Default under or of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or holders of the Banks Notes under any of the documents referred to herein or applicable law. Further, the Agent and holders of the Banks Notes shall have the right to waive any conditions set forth in this Amendment letter agreement and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or holders of the Banks Notes may have against the Loan PartiesCompany or the Guarantors. No waiver of the rights or any condition of this Amendment letter agreement and/or any other document by the Agent or holders of the Banks Notes shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or holders of the BanksNotes, as the case may be, in the manner required by paragraph 11C of the Credit Note Agreement. No course of dealing on the part of the Agent or holders of the BanksNotes, nor any delay or failure on the part of the Agent or holders of the Banks Notes in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity limited forbearance until April 3015, 2003 only, or until the an earlier occurrence of a Restructuring Default or Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, Defaults (ii) any Restructuring Event of Defaultexcept to the extent and on the terms expressly set forth herein), or (iii) a waiver of any Event new Defaults or Events of Default under any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Administrative Agent and/or the Banks Lenders under any of the documents referred to herein or applicable lawlaw (other than the agreement to forbear under the terms and conditions of this Amendment). Further, the Administrative Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Administrative Agent or the Banks Lenders may have against the Loan PartiesBorrower. No waiver of the rights or any condition of this Amendment and/or any other document by the Administrative Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Administrative Agent or the BanksLenders, as the case may be, in the manner required by Section 8.3 of the Credit Agreement. No course of dealing on the part of the Administrative Agent or the BanksLenders, nor any delay or failure on the part of the Administrative Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment The Second Amendment, as modified by this Amendment, grants a restructuring opportunity limited forbearance until April November 30, 2003 2001 only, or until the an earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in the Second Amendment and this Amendment. Except Excepting only the waiver of the Existing Defaults as otherwise expressly provided hereinset forth in the Second Amendment, nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) new Unmatured Defaults or Defaults of any Restructuring Event other provision of Default, or (iii) any Event of Default under the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrowers or the Guarantors. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 8.2 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.

Reservation of Rights; No Waiver by Conduct. This Amendment grants a restructuring opportunity until April 30, 2003 only, or until the earlier occurrence of a Restructuring Event of Default, upon the terms and conditions set forth in this Amendment. Except as otherwise expressly provided herein, nothing Nothing herein shall be deemed to constitute a waiver of (i) any Existing Defaults, (ii) any Restructuring Event existing Defaults or Events of Default, or (iii) a waiver of any Event new Defaults or Events of Default under or of any other provision of any of the Loan Documentsdocuments referred to herein, and nothing herein shall in any way prejudice the rights and remedies of the Agent and/or the Banks Lenders under any of the documents referred to herein or applicable law. Further, the Agent and the Banks Lenders shall have the right to waive any conditions set forth in this Amendment and/or such documents, in their sole discretion, and any such waiver shall not prejudice, waive or reduce any other right or remedy which the Agent or the Banks Lenders may have against the Loan PartiesBorrower or any Guarantor. No waiver of the rights or any condition of this Amendment and/or any other document by the Agent or the Banks Lenders shall be effective unless the same shall be contained in a writing signed by authorized representatives of the Agent or the BanksLenders, as the case may be, in the manner required by Section 11.5 of the Credit Agreement. No course of dealing on the part of the Agent or the BanksLenders, nor any delay or failure on the part of the Agent or the Banks Lenders in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of any other right, power or privilege.