Common use of Waivers, Modifications and Amendments Clause in Contracts

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Documents may be amended, modified, waived or released and any Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required Banks; provided, however, that (a) without the consent of a Bank, no such amendment, modification or waiver shall increase the amount or extend the terms of that Bank's Commitment or reduce the interest rate applicable to or extend the express maturity of any Loan, fee or other Obligation owed to such Bank or reduce the amount of the fees to which such Bank is entitled hereunder and (b) without the consent of all Banks, no such amendment, modification or waiver shall release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor or release any substantial (in value) part of the collateral security afforded by the Collateral Documents or change the definition of "Required Banks" or change the number of Banks required to take any action hereunder or under any of the other Loan Documents; it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Banks. 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 hereof or of any of the other Loan Documents may be amended, modified, waived or released upon the written consent of the Borrower and the Required Lenders and any Default or Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required BanksLenders; providedPROVIDED, howeverHOWEVER, that (a) without the consent of a Bank, each Lender no such amendment, modification or waiver shall increase the amount or extend the terms term of that Bank's any Commitment of such Lender or increase the dollar limit on Letters of Credit available hereunder or reduce the interest rate applicable to or extend the express maturity (including any scheduled installment of a specified amount) of any Loanprincipal, fee interest or other Obligation fees owed to such Bank Lender or reduce the amount of the any principal, interest or fees to which such Bank Lender is entitled hereunder and (b) without or advance rate used in determining the consent of all Banks, no such amendment, modification or waiver shall release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor Borrowing Base 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 or permitted to be effected by the provisions hereof or of the Collateral Documents) or release any Guarantor or change this Section 13.3 or change the definition of "Required BanksREQUIRED LENDERS" or change the number of Banks Lenders required to take any action hereunder or under any of the other Loan Documents; , it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks Lenders and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required BanksLender. No amendment, modification or waiver of the Administrative Agent's protective provisions shall be effective without the prior written consent of the Administrative Agent.

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 BanksLenders; provided, however, that (a) without the written consent of a Bank, each Lender no such amendment, modification or waiver shall increase the amount or extend the terms of that Bankany Lender's Commitment or reduce the interest rate applicable to or extend the express maturity of any Loan, fee or other Obligation owed to such Bank its Revolving Credit Note or reduce the amount of the principal, interest, fees or other amounts to which such Bank it is entitled hereunder or release any guaranty of any Obligations (except for the releases and (bdischarges required by the Intercreditor Agreement) without the consent or release or waive receipt of all Banks, no such amendment, modification or waiver shall release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor 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 thereof or as otherwise provided in the Collateral Documents) or which is required to be received pursuant to Section 4.1 hereof or change this Section or change the definition of "Required BanksLenders" or change the number of Banks Lenders required to take any action hereunder or under any of the other Loan Documents; it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Banks. No amendment, modification or waiver of the AgentAgents' or Issuer's protective provisions shall be effective without the prior written consent of the AgentAgent and the Issuers.

Waivers, Modifications and Amendments. Any provision hereof or of any of the other Loan Transaction Documents may be amended, modified, waived or released and any Event of Default or event which, with notice or lapse of time, or both, would constitute an Event of Default and its consequences may be rescinded and annulled upon the written consent of the Required BanksLenders; provided, however, that (a) that, without the consent of a Bankeach Lender, no such amendment, modification or waiver shall (i) increase the amount or extend the terms of that Bank's Commitment or reduce the interest rate applicable to or extend the express maturity term of any Loanof Lender's Loan Commitments, fee or other Obligation owed to such Bank or (ii) reduce the amount of any principal of or interest rate applicable to, or extend the due date of, any loans or advances owed to such Lender, (iii) reduce the amount of any fees to which such Bank Lender is entitled hereunder and hereunder, (biv) without increase any advance rate used in computing the consent Borrowing Capacity or increase any sublimit for Inventory set forth therein, (v) release, during any one calendar year, more than $500,000 in value of all Banksthe Collateral (except in connection with a sale or other disposition permitted by the provisions hereof or of the relevant Transaction Document), no such amendment, modification or waiver shall (vi) release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor or release any substantial (in value) part guarantor of the collateral security afforded Indebtedness, (vii) amend, modify or waive any covenant set forth in Items 26 or 27 to the Schedule if the effect of such act would be to loosen the requirements imposed upon Debtor pursuant to any such covenant by more than 15% of the Collateral Documents threshold amount then required of Debtor in order to be in compliance with the terms thereof prior to giving effect to any such act, or (viii) change this Section or change the definition of "Required BanksLenders" or change the number of Banks Lenders required to take any action hereunder or under any of the other Loan Transaction Documents; it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Banks. No amendment, modification or waiver of the Agent's protective provisions shall be effective without the prior written consent of Agent. Anything contained herein to the Agentcontrary notwithstanding, Agent may knowingly permit the outstanding principal amount of Advances to exceed the loan formula set forth in part (B) of the Borrowing Capacity by up to $250,000 at any time for up to five (5) consecutive Business Days during any thirty (30) day period (herein, an "Overadvance"), and each Lender shall be obligated to fund its pro rata share thereof (based on the proportion which such Lender's Revolving Loan Commitment bears to the aggregate amount of the Revolving Loan Commitments) in accordance with the other terms of this Agreement (it being acknowledged and agreed by Debtor that Agent is not obligated to make any Overadvance to Debtor, any such Overadvance being at the sole and absolute discretion of Agent in its administration of the credit facilities described in this Agreement).

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 BanksLenders; provided, however, that (a) without the consent of a Bank, all Lenders no such amendment, modification or waiver shall (i) increase the amount or extend the terms of that Bank's Commitment any or all of the Commitments, (ii) reduce the interest rate applicable to or extend the express date of payment or any other maturity of any Loan, fee or other Obligation owed to such Bank or it (including without limitation any payment owed to it by virtue of the Borrowing Base provisions of Section 3.3(a) hereof), (iii) reduce the amount of the fees any principal or any other sum to which such Bank Lender is entitled hereunder and (bfor example by reducing such Lender's share of any Obligation), (iv) without change the consent order of all Bankspayment of the Obligation in Sections 3.5(b) or (c) hereof, no such amendment(v) subordinate payment of any Obligations, modification (vi) increase any advance rate or waiver shall reduce the Grower Payable Reserve in each case used in computing the Borrowing Base, (vii) release over any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor or release any substantial (one calendar year more than $1,000,000 in value) part value of the collateral security afforded by the Collateral Documents (except in connection with a sale or other disposition, required or permitted to be effected by the provisions hereof or of the Collateral Documents), (viii) release any Guarantor, (ix) change this Section 12.3, (x) change the definition of "Required BanksLenders" or (xi) change the number of Banks Lenders required to take any action hereunder or under any of the other Loan Documents; it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Banks. No amendment, modification or waiver of the Administrative Agent's protective provisions shall be effective without the prior written consent of the Agent.affected Administrative 83

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 BanksLenders; provided, however, that (a) without the consent of a Bank, no such amendment, supplement, modification or waiver shall (i) increase the Revolving Credit Commitment of any Lender, (ii) extend the maturity of any Note, (iii) decrease the rate of interest of, extend the time or change the method of payment of or increase or forgive the principal amount of, or accrued interest on, any Note, (iv) decrease the Commitment Fee, or extend the terms time of that Bank's Commitment or reduce the interest rate applicable to or extend the express maturity of any Loanpayment thereof, fee or other Obligation owed to such Bank or reduce the amount (v) except as otherwise provided in Section 18 of the fees Pledge Agreement, release all or any material part of the Collateral, (vi) change the provisions of this Section 10.3, or (vii) change the definition of Required Lenders, (viii) change, waive or modify any of the covenants of the Company in Section 7 hereof, or anydefined term referred to which such Bank is entitled hereunder and (b) therein without the consent of all Banks, no of the Lenders affected by such amendment, supplement modification or waiver shall release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor or release any substantial (in value) part of the collateral security afforded by the Collateral Documents or change the definition of "Required Banks" or change the number of Banks required to take any action hereunder or under any of the other Loan Documents; it being understood (i) that waivers or modifications of covenants, Defaults or Events of Default (other than those set forth in Section 9.1(m) and (n) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Bankswaiver. No amendment, modification or waiver or of the Administrative Agent's protective provisions shall be effective without the prior written consent of the AgentAgents.

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 BanksLenders; provided, however, that (a) without the consent of a Bank, all Lenders no such amendment, modification or waiver shall (i) increase the amount or extend the terms term of that Bankany 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 to, or extend the express maturity of of, any Loan, fee or other Obligation owed to such Bank it or (iii) reduce the amount of the fees to which such Bank it is entitled hereunder and or (biv) without the consent of all Banks, no such amendment, modification or waiver shall release any Subsidiary or Xxxxxx from its obligations as a Subsidiary Guarantor or release any substantial (in value) part of the collateral security afforded by the Collateral Documents change this Section or change the definition of "Required BanksLenders" or (v) change the number of Banks 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; it being understood ) or (iviii) that waivers increase the advance rates against Eligible Inventory and Eligible Receivables as used in computing the "Borrowing Base" or modifications (ix) change the definition of covenants, Defaults "Availability Reserve" or Events (x) waive compliance with the provisions of Default (other than those set forth in Section 9.1(m) and (n8.22(b) hereof) or of a mandatory prepayment may be made at the discretion of the Required Banks and shall not constitute an increase of a Commitment of any Bank, and (ii) any waiver of applicability of any post-default increase in interest rates may be made at the discretion of the Required Banks. No amendment, modification or waiver of the Agent's protective provisions shall be effective without the prior written consent of the Agent.