Common use of Waiver and Modifications Clause in Contracts

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek shall not, in the judgment of the Board of Directors of LPR Cybertek, affect material and adversely the benefits of LPR Cybertek's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek Auric shall be authorized after the last vote of the stockholders of LPR Cybertek Auric if such waiver shall, in the judgment of the Board of Directors of LPR CybertekAuric, affect materially and adversely the benefits of the LPR Cybertek Auric stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek Auric by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek Auric shall not, in the judgment of the Board of Directors of LPR CybertekAuric, affect material and adversely the benefits of LPR CybertekAuric's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek Citytalk shall be authorized after the last vote of the stockholders of LPR Cybertek Citytalk if such waiver shall, in the judgment of the Board of Directors of LPR CybertekSemotus, affect materially and adversely the benefits of the LPR Cybertek Semotus stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek Citytalk by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek Semotus shall not, in the judgment of the Board of Directors of LPR CybertekCitytalk, affect material and adversely the benefits of LPR CybertekCitytalk's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek UMA Shareholders by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek UMA Shareholders shall notnot be allowed, if in the judgment of the Board of Directors of LPR CybertekUMA, affect material it affects materially and adversely the benefits of LPR CybertekUMA's stockholders Shareholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek EZA Shareholders by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek EZA Shareholders shall notnot be allowed, if in the judgment of the Board of Directors of LPR CybertekEZA, affect material it affects materially and adversely the benefits of LPR CybertekEZA's stockholders Shareholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions provision of this Agreement may ------------------------ be waived at any; any time by the party entitled to the benefit thereof, upon the written authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the 's Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of MergerDirectors. Any of the provisions provision of this Agreement (including the exhibits and the Agreement of Mergerexhibits) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek either party's Shareholders by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek either party's Shareholders, shall notnot be allowed, if in the judgment of the Board of Directors of LPR Cybertekeither party, affect material it affects materially and adversely the benefits of LPR Cybertekeither party's stockholders Shareholders under this Agreement or the Agreement of MergerAgreement. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek Sanitec Shareholders by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek Sanitec Shareholders shall notnot be allowed, if in the judgment of the Board of Directors of LPR CybertekSanitec, affect material it affects materially and adversely the benefits of LPR CybertekSanitec's stockholders Shareholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this -------------------------- Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek MSC Shareholders by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek MSC Shareholders shall notnot be allowed, if in the judgment of the Board of Directors of LPR CybertekMSC, affect material it affects materially and adversely the benefits of LPR CybertekMSC's stockholders Shareholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek Chancellor shall be authorized after the last vote of the stockholders of LPR Cybertek Chancellor if such waiver shall, in the judgment of the Board of Directors of LPR CybertekChancellor, affect materially and adversely the benefits of the LPR Cybertek Chancellor stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek Chancellor by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek Chancellor shall not, in the judgment of the Board of Directors of LPR CybertekChancellor, affect material materially and adversely affect the benefits of LPR CybertekChancellor's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this -------------------------- Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by LPR Cybertek shall be authorized after the last vote of the stockholders of LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of LPR Cybertek, affect materially and adversely the benefits of the LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Mergerexhibits) may be modified at any time prior to and after the vote of the stockholders of LPR Cybertek Seller Shareholders, if so required by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of LPR Cybertek Seller Shareholders shall notnot be allowed, if in the judgment of the Board of Directors of LPR CybertekSeller, affect material it affects materially and adversely the benefits of LPR CybertekSeller's stockholders Shareholders under this Agreement or the Agreement of MergerAgreement. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.