Common use of Written Modifications Clause in Contracts

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: ; provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: Majority Investors; provided, however, that the consent of the Majority Managers shall be required for any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require which has a disproportionate and material adverse effect on the consent rights of any Stockholder who would be disproportionately and adversely affected therebythe holders of Management Shares under this Agreement. Each such Amendment amendment, modification, extension, termination and waiver shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended modified or terminatedextended, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: ; provided, however, that any amendment, modification, extension, termination extension or waiver (an “Amendment”) shall also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder. This Agreement may be terminated only by an agreement in writing signed by the Company and each of the Stockholders who hold Registrable Securities.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: Majority Investors; provided, however, that the consent of the Majority Management Stockholders shall be required for any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require which has a material adverse effect on the consent rights of any Stockholder who would be disproportionately and adversely affected therebythe holders of Management Shares as such under this Agreement. Each such Amendment amendment, modification, extension, termination and waiver shall be binding upon each party hereto and each holder of Management Shares subject hereto. In addition, each party hereto and each holder of Management Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: Majority Investors; provided, however, that the consent of the Majority Franchisees shall be required for any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require which has a material adverse effect on the consent rights of any Stockholder who would be disproportionately and adversely affected therebythe holders of Franchisee Shares as such under this Agreement. Each such Amendment amendment, modification, extension, termination and waiver shall be binding upon each party hereto and each holder of Franchisee Shares subject hereto. In addition, each party hereto and each holder of Franchisee Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: ; provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall will also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall will be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended modified or terminatedextended, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: ; provided, however, that any amendment, modification, extension, termination extension or waiver (an “Amendment”) shall also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.. This Agreement may be terminated only by an agreement in writing signed by the Company and each of the Stockholders who hold Registrable Securities. 30748034_8

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold Holders representing a majority of the Shares held by all Stockholders: providedRegistrable Securities; provided that the Company may, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require without the necessity of the consent of any Stockholder who would be disproportionately and adversely affected therebyparty, amend Schedule I to this Agreement from time to time to reflect any changes in the holdings of Common Stock of the Company by the parties hereto. Each such Amendment amendment shall be binding upon each party hereto and each holder of Shares or Other Holder Shares subject hereto. In addition, each party hereto and each holder of Shares or Other Holder Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company Company, the Trimaran Investors and the Stockholders that hold a majority of the Shares held by all Stockholders: BSMB Investors; provided, however, that the consent of the Majority Management Investors shall be required for any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require which has a material adverse effect on the consent rights of any Stockholder who would be disproportionately and adversely affected therebythe Management Investors. Each such Amendment amendment, modification, extension, termination and waiver shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold Majority Investors, a majority of the Lenders and a majority Subscriber Shares held by all Stockholders: provided, howeverthat no amendment to this Agreement materially adverse to the rights of any Subscriber, that any Lender or Management Investor may be entered into without the written agreement of such Subscriber, Lender or Management Investor. Each such amendment, modification, extension, termination or and waiver (an “Amendment”) shall also require the consent of any Stockholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company Company, the Majority Investors and the Stockholders that hold a majority of the Shares held by all Stockholders: Majority Managers; provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall will also require the consent of any Stockholder Manager who would be disproportionately and adversely affected therebyby the Amendment (other than solely with respect to the number of Shares held by such Manager). Each such Amendment shall will be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such that party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders Holders that hold a majority of the Shares held by all Stockholders: Holders; provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) shall will also require the consent of any Stockholder Manager or Manager Designee who would be disproportionately and adversely affected therebyby the Amendment. Each such Amendment shall will be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such that party or holder.

Written Modifications. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Stockholders that hold a majority of the Shares held by all Stockholders: Majority Investors; provided, however, that (a) the consent of the Majority Other Holders shall be required for any amendment, modification, extension, termination or waiver (an “Amendment”) shall also require which has a material adverse effect on the consent rights of any Stockholder who would be disproportionately and adversely affected therebythe holders of Other Holder Shares as such under this Agreement. Each such Amendment amendment, modification, extension, termination and waiver shall be binding upon each party hereto and each holder of Shares subject hereto. In addition, each party hereto and each holder of Shares subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder.