Common use of Waiver; Amendment; Termination Clause in Contracts

Waiver; Amendment; Termination. (a) No provision of this Agreement may be amended, waived or otherwise modified except by an instrument in writing executed by each of the parties hereto. In addition, any party may waive any provision of this Agreement with respect to itself by an instrument in writing executed by such party, and no waiver by any party hereto of ay provision of the Agreement shall be effective unless so executed in writing by such party; provided that for purposes of any amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties shall be deemed to be one party, and Workers United may take such action on behalf of the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver or modification of any provision of this Agreement unless the other Workers United Related Parties are offered the same consideration on a pro rata basis (based on the number of Bank Securities held). (b) No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Law. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect upon the earliest to occur of the following: (i) a single Person becoming the owner of all of the outstanding Voting Securities; (ii) the receivership, bankruptcy, liquidation or dissolution of the Bank; (iii) at such time as the Workers United Related Parties, together with their Affiliates and Permitted Transferees, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) of the total voting power of all then-outstanding Voting Securities; or (iv) the twentieth (20th) anniversary of the date of this Agreement.

Waiver; Amendment; Termination. (a) No provision of this Agreement may be amended, waived except by an instrument in writing executed by the party against whom the waiver is to be effective. No provision of this Agreement may be amended or otherwise modified except by an instrument in writing executed by (i) the Company, (ii) GICo (and following the Distribution, each of GAP and OH), and (iii) if it is adversely affected by such amendment or other modification, WB. Notwithstanding anything to the contrary herein, the Company, acting alone, may execute and deliver a Joinder Agreement and add parties hereto. In addition, hereto in connection with any party may waive issuance of Common Shares or any provision Transfer permitted by and made in accordance with the terms of this Agreement. (b) This Agreement shall terminate with respect to itself by an instrument any Shareholder, when such Shareholder ceases to own any Common Shares; provided, that, GICo (and following the Distribution, each of GAP and OH, individually) shall cease to have any rights to make a Demand Request under Section 4.01(a) ninety (90) days following such time that GICo (and following the Distribution, each of GAP and OH, individually) cease to hold at least 5% of the outstanding Common Shares of the Company. Notwithstanding anything contained herein to the contrary, Section 4.06, Section 5.01, Section 5.03 and Article VI shall survive any termination of this Agreement. (c) Nothing contained in writing executed by such party, and no waiver this Agreement shall be deemed to constitute a determination or admission by any party hereto of ay provision that the Common Shares held by any Shareholder constitute, or do not constitute, Registrable Securities as of the date hereof. Nothing contained in this Agreement shall be effective unless so executed in writing by such party; provided that for purposes of any amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties shall be deemed to be one partyan admission by any Shareholder that it is part of a “group” or obligate any Shareholder to make filings with the SEC as a “group.” Each Shareholder may, and Workers United may take such action on behalf of in any filing with the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver or modification SEC, disclaim beneficial ownership of any provision of this Agreement unless the other Workers United Related Parties are offered the same consideration on a pro rata basis (based on the number of Bank Securities held). (b) No failure or delay Common Shares held by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by LawShareholder. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect upon the earliest to occur of the following: (i) a single Person becoming the owner of all of the outstanding Voting Securities; (ii) the receivership, bankruptcy, liquidation or dissolution of the Bank; (iii) at such time as the Workers United Related Parties, together with their Affiliates and Permitted Transferees, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) of the total voting power of all then-outstanding Voting Securities; or (iv) the twentieth (20th) anniversary of the date of this Agreement.

Waiver; Amendment; Termination. (a) No provision of this Agreement may be amended, waived or otherwise modified except by an instrument in writing executed by each of the parties heretoparty against whom the waiver is to be effective. In addition, any party may waive any No provision of this Agreement with respect to itself may be amended or otherwise modified, except by an instrument in writing executed by such party, and no waiver by any party hereto of ay provision the Company with the approval of the Board, the Crestview Shareholder (for so long as it holds at least 50% of the Common Stock it acquired on the Closing Date) and Other Shareholders owning a majority of the outstanding Common Stock held by all Other Shareholders at that time; provided that (u) no amendment or modification that by its terms (as opposed to its effect) would adversely and disparately affect any Shareholder under the terms of this Agreement (relative to other Shareholders) shall be effective unless so executed in writing by such party; provided without the prior written consent of that for purposes of any Shareholder, (v) no amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties this Section 7.03 shall be deemed to be one party, and Workers United may take such action on behalf effective without the prior written consent of the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver Company (with Board approval) and each Shareholder, (w) no amendment or modification of any provision Section 3.05 or Section 4.06 shall be effective without the prior written consent of this Agreement unless Management Shareholders owning a majority of the other Workers United Related Parties are offered Company Securities held by the same consideration Management Shareholders on a pro rata Fully Diluted basis at that time, (based on x) no amendment or modification of Section 3.04 or Section 3.05 (as such Sections speak of the number Chief Executive Officer of Bank Securities held). (bthe Company) No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive effective without the consent of any rights or remedies provided by Law. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect upon the earliest to occur Xx. Xxxxxxx, but only for so long as Xx. Xxxxxxx remains CEO of the following: (i) a single Person becoming Company, and only as relates to the owner of all language in such Sections addressing the rights of the outstanding Voting Securities; (ii) the receivership, bankruptcy, liquidation or dissolution Chief Executive Officer of the Bank; Company thereunder, (iiiy) at no amendment or modification of Section 2.01(a) (as such time Section speaks of Xx. Xxxxxxx or Xx. Xxxxxx) shall be effective without the consent of Xx. Xxxxxxx or Xx. Xxxxxx, as the Workers United Related Partiesapplicable, together with their Affiliates and Permitted Transferees, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) but only for so long as such Person remains CEO or COO of the total voting power Company, respectively, and only as relates to the language in such Section addressing his personal rights thereunder and (z) no amendment or modification of all then-outstanding Voting Securities; or Section 2.01(a) (ivas such Section speaks of Trident IV) or Section 2.10 (as such Section speaks of NW Mutual, BACI or R6) shall be effective without the twentieth (20th) anniversary consent of the date of this Agreement.Trident IV, NW Mutual, BACI or R6, as applicable 52

Waiver; Amendment; Termination. (a) No provision of The parties hereto may not amend, modify or supplement this Agreement may be amended, waived or otherwise modified except by an pursuant to a written instrument in writing making specific reference to this Agreement that is executed by each (i) the Company and (ii) the holders of a majority of Series A Preferred Stock; provided, however, that any waiver, amendment or modification that adversely affects a Stockholder in a materially different respect as compared to all other Stockholders (other than as a result of disproportionate ownership percentages) shall require the prior written consent of a majority of such Stockholders so adversely affected. (b) The parties hereto. In addition, any party hereto may not waive any provision of this Agreement except pursuant to a written instrument signed by the party or parties hereto against whom enforcement of such waiver is sought. No action taken pursuant to this Agreement, including any investigation by or on behalf of any party hereto, constitutes a waiver by the party taking such action of compliance with respect to itself by an instrument in writing executed by such party, and no any provision of this Agreement. The waiver by any party hereto of ay provision of the Agreement shall be effective unless so executed in writing by such party; provided that for purposes of any amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties shall be deemed to be one party, and Workers United may take such action on behalf of the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver or modification of any provision of this Agreement unless is effective only in the instance and only for the purpose that it is given and does not operate and is not to be construed as a further or continuing waiver of such provision or as a waiver of any other Workers United Related Parties are offered the same consideration on a pro rata basis (based provision. No failure on the number part of Bank Securities held). (b) No failure or delay by any party hereto to exercise, and no delay in exercising exercising, any right, power or privilege hereunder shall operate remedy under this Agreement, and no course of dealing between the parties hereto, operates as a waiver thereof nor shall any or estoppel thereof. No single or partial exercise thereof preclude of any right, power or remedy under this Agreement by any party hereto precludes any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Lawremedy. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect upon the earliest earlier to occur of the following: (i) a single Person becoming the owner consummation of all of the outstanding Voting Securities; an IPO, (ii) consummation of a Liquidity Event (as defined in the receivershipCertificate), bankruptcy, liquidation or dissolution of the Bank; (iii) at such time as the Workers United Related Parties, together with their Affiliates a Bankruptcy Event and Permitted Transferees, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) of the total voting power of all then-outstanding Voting Securities; or (iv) written consent of each Stockholder; provided, however, the twentieth (20th) anniversary provisions of the date of this AgreementArticle 4, shall survive an IPO.

Waiver; Amendment; Termination. (a) No provision of The parties hereto may not amend, modify or supplement this Agreement may be amendedexcept pursuant to a written instrument making specific reference to this Agreement that identifies itself as an amendment, waived modification or otherwise modified except by an instrument in writing supplement to this Agreement and that is executed by each (i) the Company, (ii) the Investors holding a majority of the Company Securities then held by Investors, and (iii) the other Stockholders holding a majority of the Company Securities then held by Stockholders who are not Investors; provided, however, that any waiver, amendment or modification that materially and adversely affects a Stockholder disproportionately as compared to all other Stockholders shall require the prior written consent such Stockholders so adversely affected. (b) The parties hereto. In addition, any party hereto may not waive any provision of this Agreement except pursuant to a written instrument signed by the party or parties hereto against whom enforcement of such waiver is sought. No action taken pursuant to this Agreement, including any investigation by or on behalf of any party hereto, constitutes a waiver by the party taking such action of compliance with respect to itself by an instrument in writing executed by such party, and no any provision of this Agreement. The waiver by any party hereto of ay provision of the Agreement shall be effective unless so executed in writing by such party; provided that for purposes of any amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties shall be deemed to be one party, and Workers United may take such action on behalf of the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver or modification of any provision of this Agreement unless is effective only in the instance and only for the purpose that it is given and does not operate and is not to be construed as a further or continuing waiver of such provision or as a waiver of any other Workers United Related Parties are offered the same consideration on a pro rata basis (based provision. No failure on the number part of Bank Securities held). (b) No failure or delay by any party hereto to exercise, and no delay in exercising exercising, any right, power or privilege hereunder shall operate remedy under this Agreement, and no course of dealing between the parties hereto, operates as a waiver thereof nor shall any or estoppel thereof. No single or partial exercise thereof preclude of any right, power or remedy under this Agreement by any party hereto precludes any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Lawremedy. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect upon the earliest earlier to occur of the following: (i) a single Person becoming the owner of all of the outstanding Voting Securities; IPO, (ii) the receivership, bankruptcy, liquidation or dissolution a Change of Control of the Bank; Company and (iii) at such time as the Workers United Related Partiesbankruptcy, together with their Affiliates and Permitted Transfereesliquidation, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) dissolution or winding-up of the total voting power Company; provided, however, the provisions of all then-outstanding Voting Securities; or (iv) Article 4, Article 5, and Article 6 shall survive the twentieth (20th) anniversary of the date of this AgreementIPO.

Waiver; Amendment; Termination. (a) No provision of this Agreement may be amended, waived or otherwise modified except by an instrument in writing executed by each of the parties heretoparty against whom the waiver is to be effective. In addition, any party may waive any No provision of this Agreement with respect to itself may be amended or otherwise modified, except by an instrument in writing executed by such party, and no waiver by any party hereto of ay provision the Company with the approval of the Board, the Crestview Shareholder (for so long as it holds at least 50% of the Common Stock it acquired on the Closing Date) and Other Shareholders owning a majority of the outstanding Common Stock held by all Other Shareholders at that time; provided that (u) no amendment or modification that by its terms (as opposed to its effect) would adversely and disparately affect any Shareholder under the terms of this Agreement (relative to other Shareholders) shall be effective unless so executed in writing by such party; provided without the prior written consent of that for purposes of any Shareholder, (v) no amendment or modification hereof or waiver of any provision hereunder, the Workers United Related Parties this Section 7.03 shall be deemed to be one party, and Workers United may take such action on behalf effective without the prior written consent of the Workers United Related Parties. No consideration shall be offered or paid to any Workers United Related Party to amend or consent to a waiver Company (with Board approval) and each Shareholder, (w) no amendment or modification of any provision Section 3.05 or Section 4.06 shall be effective without the prior written consent of this Agreement unless Management Shareholders owning a majority of the other Workers United Related Parties are offered Company Securities held by the same consideration Management Shareholders on a pro rata Fully Diluted basis at that time, (based on x) no amendment or modification of Section 3.04 or Section 3.05 (as such Sections speak of the number Chief Executive Officer of Bank Securities held)the Company) shall be effective without the consent of Xx. Xxxxxxx, but only for so long as Xx. Xxxxxxx remains CEO of the Company, and only as relates to the language in such Sections addressing the rights of the Chief Executive Officer of the Company thereunder, (y) no amendment or modification of Section 2.01(a) (as such Section speaks of Xx. Xxxxxxx or Xx. Xxxxxx) shall be effective without the consent of Xx. Xxxxxxx or Xx. Xxxxxx, as applicable, but only for so long as such Person remains CEO or COO of the Company, respectively, and only as relates to the language in such Section addressing his personal rights thereunder and (z) no amendment or modification of Section 2.01(a) (as such Section speaks of Trident IV) or Section 2.10 (as such Section speaks of NW Mutual, BACI or R6) shall be effective without the consent of Trident IV, NW Mutual, BACI or R6, as applicable. (b) No failure or delay by any party in exercising any rightArticle 2, power or privilege hereunder 3 (other than Sections 3.02, 3.04 and 3.05), 4 and 6 (other than Section 6.01) and Section 7.04 shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other rightterminate, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Law. (c) This Agreement shall terminate automatically and immediately and be of no further force or effect effect, upon and after the earliest to occur of the following: (i) a single Person becoming the owner of all of the outstanding Voting Securities; (ii) the receivership, bankruptcy, liquidation or dissolution of the Bank; (iii) at such time as the Workers United Related Parties, together with their Affiliates and Permitted Transferees, collectively hold a number of Class A Common Stock that represents less than ten percent (10%) of the total voting power of all then-outstanding Voting Securities; or (iv) the twentieth (20th) anniversary of the date of this AgreementIPO.