Waivers, Modifications and Amendments. Neither this Agreement nor any term hereof may be changed, waived, discharged or terminated except by a writing signed by the party against whom enforcement of such change, waiver, discharge or termination is sought. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the undersigned a counterpart hereof, whereupon this instrument, along with all counterparts, and your acceptance shall represent a binding agreement between the Company, the Underwriters and the Mortgage Loan Sellers signing this Agreement for purposes of Section 4(k), Section 5(g) and, except in the case of LBHI, Section 7. Very truly yours, STRUCTURED ASSET SECURITIES CORPORATION II By: /s/ David Nass --------------------------------- Name: David Nass Title: Senior Vice President Confirmed and accepted as of the date first above written: LEHMAN BROTHERS INC. Xx: /s/ Charlene Thomas -------------------------- Name: Charlene Thomas Title: Xxxxxx Xxxx Xresident UBS SECURITIES LLC By: /s/ Brian E. O'Hara -------------------------- Name: Brian E. O'Hara Title: Xxxxxxxx Xx: /s/ Jeffrey N. Lavine -------------------------- Name: Jeffrey N. Lavine Titxx: Xxxxxxxx Xxxxctor BANC OF AMERICA SECURITIES LLC By: /s/ Stephen L. Hogue -------------------------- Name: Stephen L. Hogue Titlx: Xxxxxxxxx Confirmed and accepted as of the date first above written, solely for purposes of Sections 4(k), 5(g) and 7: UBS REAL ESTATE SECURITIES INC. By: /s/ Brian E. O'Hara -------------------------- Name: Brian E. O'Hara Title: Xxxxxxxx Xx: /s/ Jeffrey N. Lavine -------------------------- Name: Jeffrey N. Lavine Titxx: Xxxxxxxx Xxxxctor Confirmed and accepted as of the date first above written, solely for purposes of Section 4(k) and 5(g): LEHMAN BROTHERS HOLDIXXX XXC. By: /s/ Charlene Thomas -------------------------- Name: Charlene Thomas Title: Xxxxxx Xxxx Xresident SCHEDULE I Underwriting Agreement, dated as of August 24, 2007 Title and Description of the LB-UBS Commercial Mortgage Trust 2007-C6, Certificates: Commercial Mortgage Pass-Through Certificates, Series 2007-C6, Class A-1, Class A-2, Class X-0, Xxxxx X-XX, Xxxxx X-4, Class A-1A, Class A-M, Class A-J, Class B, Class C, Class D, Class E Class F and Class X Certificates
Waivers, Modifications and Amendments. No waiver, modification, or amendment of any term, condition or provision of this Agreement will be valid or of any force or effect unless made in writing and signed by both VDOT and the Participant. The effect of any such change will be limited to the extent specified and agreed to by VDOT and the Participant, as evidenced by signatures of duly appointed officers of each of the parties.
Waivers, Modifications and Amendments. Any provision hereof or of the Notes or the Guaranties may be amended, modified, waived or released and any Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required Lenders; provided, however, that without the consent of all Lenders no such amendment, modification or waiver shall increase the amount or extend the terms of any Lender's Commitment or increase the L/C Commitment or reduce the interest rate applicable to or extend the maturity (including any scheduled installment) of its Notes or reduce the amount of the principal or interest or fees to which such Lender is entitled hereunder or release any substantial (in value) part of the collateral security afforded by the Collateral Documents (except in connection with a sale or other disposition required to be effected by the provisions hereof or of the Collateral Documents) or release any Guarantor or change this Section or change the definition of "Required Lenders" or change the number of Lenders required to take any action hereunder or under the Guaranties. No amendment, modification or waiver of the Agent's protective provisions shall be effective without the prior written consent of the Agent.
Waivers, Modifications and Amendments. Section 11.5.
Waivers, Modifications and Amendments. Any provision hereof or of any of the other Loan Documents may be amended, modified, waived or released and any Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required Lenders; provided, however, that without the consent of all Lenders no such amendment, modification or waiver shall (i) increase the amount or extend the term of any Lender's Revolving Credit Commitment (or, if relevant, Swing Line Commitment) or (ii) reduce the amount of any principal of or interest rate applicable to, or extend the maturity of, any Obligation owed to it or (iii) reduce the amount of the fees to which it is entitled hereunder or (iv) change this Section or change the definition of "Required Lenders" or (v) change the number of Lenders required to take any action hereunder or under any of the other Loan Documents or (vi) permit the Company to assign any of its rights hereunder or release any Guarantor from its obligations under its Guaranty or (vii) release all or substantially all of the Collateral (except as otherwise provided for in the Loan Documents) or (viii) increase the advance rates against Eligible Inventory and Eligible Receivables as used in computing the "Borrowing Base" or (ix) change the definition of "Availability Reserve" or (x) waive compliance with the provisions of Section 8.22(b) hereof. No amendment, modification or waiver of the Agent's protective provisions shall be effective without the prior written consent of the Agent.
Waivers, Modifications and Amendments. The failure of any Party to insist on the performance of any obligation hereunder shall not be deemed to be a waiver of such obligation. Waiver of any breach of any provision hereof shall not be deemed to be a waiver of any other breach of such provision or any other provision on such occasion or any succeeding occasion. No waiver, modification, release or amendment of any obligation under or provision of this Agreement shall be valid or effective unless in writing and signed by both of the Parties.
Waivers, Modifications and Amendments. Any provision hereof or of the other Loan Documents may be amended, modified, waived or released and any Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required Lenders; provided, however, that without the consent of all Lenders no such amendment, modification or waiver shall increase the amount or extend the terms of any Lender's Commitment or reduce the interest rate applicable to or extend the maturity of any Obligation owed to it or reduce the amount of the fees to which it is entitled hereunder or change this Section or change the definition of "Required Lenders" or change the number of Lenders required to take any action hereunder or under any of the other Loan Documents. No amendment, modification or waiver of the Agent's protective provisions shall be effective without the prior written consent of the Agent.
Waivers, Modifications and Amendments. Any provision of the Loan Documents (other than documents creating Hedging Liabilities) may be amended, modified, waived or released and any Potential Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required Lenders; provided, however, that without the consent of each Lender no such amendment, modification or waiver shall increase the amount or decrease the pro rata share or extend the terms of such Lender's Commitments or reduce the interest rate applicable to or extend the scheduled maturity of its Notes or reduce the amount of the fees to which it is entitled hereunder and without the consent of all Lenders no such amendment, modification, release or waiver shall change any provision of this sentence or release all or any substantial (in value) part of the collateral security afforded by the Collateral Documents, except in connection with a sale or other disposition, thereof, or release the Guarantors or amend or waive Section 8.23 hereof. No amendment, modification or waiver of the Agents' or Issuer's protective provisions shall be effective without the prior written consent of the affected Agent or Issuer, as applicable. The Administrative Agent may, without the consent of any Lender, (i) release its lien on any portion of the Collateral which is being sold or disposed of by the Borrower or owning Guarantor if any prepayment required as a result of such sale is made and (ii) subordinate its lien to easements, possessory rights, cutting rights and permitted sales of stumpage and timber rights and enter into other arrangements concerning its liens which will not in its reasonable judgment materially impair the value thereof.
Waivers, Modifications and Amendments. Any provision hereof or of the Notes or the other Loan Documents may be amended, modified, waived or released and any Default or Event of Default and its consequences may be rescinded and annulled (any such amendment, modification, waiver, release, rescission or annulment being hereinafter referred to collectively as a "Modification") upon the written consent of the Required Lenders; provided, however, that without the consent of all Lenders, no such Modification shall increase the amount or extend the term of any Lender's Commitment or reduce the interest rate applicable to or extend the maturity of its Notes or reduce the amount of the fees to which it is entitled hereunder or release any substantial (in value) part of the collateral security afforded by the Collateral Documents (except in connection with a sale or other disposition required to be effected by the provisions hereof or of the Collateral Documents) or change this Section or change the definition of "Required Lenders" or change the number of Lenders required to take any action hereunder or under the Collateral Documents. No Modification of the Agent's protective provisions shall be effective without the prior written consent of the Agent. In the event any Lender (hereinafter, a "non-consenting Lender") refuses to consent in writing to any Modification requested by the Company to which the Agent is willing to consent in writing, the Company shall have the right, with the assistance of the Agent if the Company so desires and such assistance can be rendered without material cost or burden to the Agent, to seek a substitute bank or banks reasonably satisfactory to the Agent (which may be one or more of the other Lenders) to replace the non-consenting Lender under this Agreement. The non-consenting Lender shall cooperate with the Company and substitute bank to accomplish such substitution on the terms of Section 11.15 hereof, provided that the non-consenting Lender's entire Commitment is replaced, and the $2,500 processing fee payable under Section 11.15 shall not be payable in connection with any such assignment required under this Section. The purchase price to be paid by such substitute bank for such assignment shall be equal to the sum of (i) the principal amount of all of the non-consenting Lender's outstanding Loans plus any accrued and unpaid interest thereon, (ii) the amount unpaid to the non-consenting Lender on unreimbursed draws honored on Letters of Credit plus any unpaid and accrued ...
Waivers, Modifications and Amendments. All modifications or amendments of this Agreement or the Certificate of Limited Partnership shall require the approval of Representatives representing 100 percent of the total votes as provided in Section 3.8.(C).
