Common use of Amendments Consents Conflicts and Waivers Clause in Contracts

Amendments Consents Conflicts and Waivers. An amendment of -- or an approval, consent, or waiver by Agent or by one or more Lenders under -- any Loan Paper must be in writing and must be: (a) Executed by the Companies and Agent if it purports to (i) remove as a party to this agreement any Lender whose Commitment has been fully terminated under Section 2.5 or (ii) reduce or increase any fees payable to Agent by the Companies. (b) Executed by the Companies and the particular Depositary if it purports to change -- subject to the terms of this agreement -- the terms of that Depositary's Balance-Carry-Forward Agreement. (c) Executed by the Companies, Agent, and the particular Lender if it purports to partially terminate or -- subject to Section 2.5 -- increase that Lender's Commitment under Section 2.5 and is accompanied, as applicable, by the prepayment to that Lender due because of that partial termination and by either an Interim Note payable to that Lender in the amount of that Lender's Commitment increase under Section 2.5(a) or a replacement Associates Note payable to that Lender in the amount of its reduced or increased Commitment. (d) Executed by the Companies and Agent and executed or approved in writing by all Lenders if action of all Lenders is specifically provided in any Loan Paper or if it purports to (i) except as otherwise stated in this Section 12.11, extend the due date or decrease the scheduled amount of any payment under -- or reduce the rate or amount of interest, fees, or other amounts payable to Agent or any Lender under -- any Loan Paper, (ii) change the definition of Borrowing Base (or any component of it), Commitment Percentage, Determining Lenders, Eligible-Foreclosure Receivable, Eligible-Gestation Collateral, Eligible-Mortgage Collateral, Eligible-P&I Receivable, Eligible-T&I Receivable, Market Value, Stated-Termination Date, or Termination Percentage, (iii) partially or fully release any guaranty or any Collateral except releases of Collateral contemplated in this agreement, or (iv) change or waive compliance with Sections 3.2, 3.5, 3.6, 4.5, 4.8, 4.9, 5, 9, 10.1, 10.2, 10.9, 10.10, 12.1,or 12.11. (e) Otherwise (i) for this agreement, executed by the Companies, Agent, and Determining Lenders, or (ii) for other Loan Papers, approved in writing by Determining Lenders and executed by the Companies, Agent, and any other party to that Loan Paper. (a) reflecting those changes. No course of dealing or any failure or delay by Agent, any Lender, or any of their respective Representatives with respect to exercising any Right of Agent or any Lender under the Loan Papers operates as a waiver of that Right. An approval, consent, or waiver is only effective for the specific instance and purpose for which it is given. The Loan Papers may only be supplemented by agreements, documents, and instruments delivered according to their respective express terms.

Amendments Consents Conflicts and Waivers. An amendment (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of -- any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents may only be the subject of an approvalamendment, consentmodification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by Agent or by one or more Lenders under -- any Loan Paper must be in writing and must be: (a) Executed by the Companies and Agent if it purports to each Lender directly affected thereby, (i) remove as a party to this agreement any Lender whose increase the Commitment has been fully terminated under Section 2.5 or of such Lender, (ii) reduce the principal of or increase rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to Agent by take any action under this SECTION 13.11(a) or any other provision of this Agreement, or (v) amend, modify or waive this SECTION 13.11(a) or the CompaniesPro Rata or ratable treatment of Lenders under this Agreement. (b) Executed Any conflict or ambiguity between the terms and provisions herein and terms and provisions in any other Loan Document shall be controlled by the Companies terms and the particular Depositary if it purports to change -- subject to the terms of this agreement -- the terms of that Depositary's Balance-Carry-Forward Agreementprovisions herein. (c) Executed by the Companies, Agent, and the particular Lender if it purports to partially terminate or -- subject to Section 2.5 -- increase that Lender's Commitment under Section 2.5 and is accompanied, as applicable, by the prepayment to that Lender due because of that partial termination and by either an Interim Note payable to that Lender in the amount of that Lender's Commitment increase under Section 2.5(a) or a replacement Associates Note payable to that Lender in the amount of its reduced or increased Commitment. (d) Executed by the Companies and Agent and executed or approved in writing by all Lenders if action of all Lenders is specifically provided in any Loan Paper or if it purports to (i) except as otherwise stated in this Section 12.11, extend the due date or decrease the scheduled amount of any payment under -- or reduce the rate or amount of interest, fees, or other amounts payable to Agent or any Lender under -- any Loan Paper, (ii) change the definition of Borrowing Base (or any component of it), Commitment Percentage, Determining Lenders, Eligible-Foreclosure Receivable, Eligible-Gestation Collateral, Eligible-Mortgage Collateral, Eligible-P&I Receivable, Eligible-T&I Receivable, Market Value, Stated-Termination Date, or Termination Percentage, (iii) partially or fully release any guaranty or any Collateral except releases of Collateral contemplated in this agreement, or (iv) change or waive compliance with Sections 3.2, 3.5, 3.6, 4.5, 4.8, 4.9, 5, 9, 10.1, 10.2, 10.9, 10.10, 12.1,or 12.11. (e) Otherwise (i) for this agreement, executed by the Companies, Agent, and Determining Lenders, or (ii) for other Loan Papers, approved in writing by Determining Lenders and executed by the Companies, Agent, and any other party to that Loan Paper. (a) reflecting those changes. No course of dealing or nor any failure or delay by Agent, any Lender, Credit Party or any of their respective its Representatives with respect to exercising any Right of Agent or any Lender under the Loan Papers operates Credit Party hereunder shall operate as a waiver of that Rightthereof. An approvalA waiver must be in writing and signed by Administrative Agent and Required Lenders (or by all Lenders, consentif required hereunder) to be effective, or and such waiver is will be effective only effective for in the specific instance and for the specific purpose for which it is given. The Loan Papers may only be supplemented by agreements, documents, and instruments delivered according to their respective express terms.

Amendments Consents Conflicts and Waivers. An amendment (a) Except as otherwise specifically provided, (i) this Agreement may only be amended, modified or waived by an instrument in writing executed jointly by Borrower and Required Lenders, and, in the case of -- any matter affecting Administrative Agent by Administrative Agent, and may only be supplemented by documents delivered or to be delivered in accordance with the express terms hereof, and (ii) the other Loan Documents (other than the Fee Letter) may only be the subject of an approvalamendment, consentmodification, or waiver if Borrower and Required Lenders, and, in the case of any matter affecting Administrative Agent (except as set forth above), Administrative Agent, have approved same; provided that no such amendment or waiver shall, unless signed by Agent or by one or more Lenders under -- any Loan Paper must be in writing and must be: (a) Executed by the Companies and Agent if it purports to each Lender directly affected thereby, (i) remove as a party to this agreement any Lender whose increase the Commitment has been fully terminated under Section 2.5 or of such Lender, (ii) reduce the principal of or increase rate of interest on any Borrowing or any fees or other amounts payable hereunder, (iii) postpone any date fixed for the payment of any scheduled installment of principal of or interest on any Borrowing or any fees or other amounts payable hereunder or for termination of any of the Total Commitment, (iv) change the percentage of the Total Commitment or of the unpaid principal amount of the Notes, or the number of Lenders, which shall be required for Lenders or any of them to Agent by take any action under this SECTION 13.11(a) or any other provision of this Agreement, or (v) amend, modify or waive this SECTION 13.11(a) or the CompaniesPro Rata or ratable treatment of Lenders under this Agreement. (b) Executed Any conflict or ambiguity between the terms and provisions herein and terms and provisions in any other Loan Document shall be controlled by the Companies terms and the particular Depositary if it purports to change -- subject to the terms of this agreement -- the terms of that Depositary's Balance-Carry-Forward Agreement.provisions herein. CREDIT AGREEMENT (c) Executed by the Companies, Agent, and the particular Lender if it purports to partially terminate or -- subject to Section 2.5 -- increase that Lender's Commitment under Section 2.5 and is accompanied, as applicable, by the prepayment to that Lender due because of that partial termination and by either an Interim Note payable to that Lender in the amount of that Lender's Commitment increase under Section 2.5(a) or a replacement Associates Note payable to that Lender in the amount of its reduced or increased Commitment. (d) Executed by the Companies and Agent and executed or approved in writing by all Lenders if action of all Lenders is specifically provided in any Loan Paper or if it purports to (i) except as otherwise stated in this Section 12.11, extend the due date or decrease the scheduled amount of any payment under -- or reduce the rate or amount of interest, fees, or other amounts payable to Agent or any Lender under -- any Loan Paper, (ii) change the definition of Borrowing Base (or any component of it), Commitment Percentage, Determining Lenders, Eligible-Foreclosure Receivable, Eligible-Gestation Collateral, Eligible-Mortgage Collateral, Eligible-P&I Receivable, Eligible-T&I Receivable, Market Value, Stated-Termination Date, or Termination Percentage, (iii) partially or fully release any guaranty or any Collateral except releases of Collateral contemplated in this agreement, or (iv) change or waive compliance with Sections 3.2, 3.5, 3.6, 4.5, 4.8, 4.9, 5, 9, 10.1, 10.2, 10.9, 10.10, 12.1,or 12.11. (e) Otherwise (i) for this agreement, executed by the Companies, Agent, and Determining Lenders, or (ii) for other Loan Papers, approved in writing by Determining Lenders and executed by the Companies, Agent, and any other party to that Loan Paper. (a) reflecting those changes. No course of dealing or nor any failure or delay by Agent, any Lender, Credit Party or any of their respective its Representatives with respect to exercising any Right of Agent or any Lender under the Loan Papers operates Credit Party hereunder shall operate as a waiver of that Rightthereof. An approvalA waiver must be in writing and signed by Administrative Agent and Required Lenders (or by all Lenders, consentif required hereunder) to be effective, or and such waiver is will be effective only effective for in the specific instance and for the specific purpose for which it is given. The Loan Papers may only be supplemented by agreements, documents, and instruments delivered according to their respective express terms.

Amendments Consents Conflicts and Waivers. An amendment of -- of, or an approval, consent, or waiver by Administrative Agent or by one or more Lenders under -- under, any Loan Paper Document must be in writing and must be: (a) Executed by the Companies and Administrative Agent if it purports to (i) remove as a party to this agreement any Lender whose Commitment has been fully terminated under Section 2.5 or (ii) reduce or increase any fees payable to Administrative Agent by the Companies. (b) Executed by the Companies and the particular Depositary if it purports to change -- subject to the terms of this agreement -- the terms of that Depositary's Balance-Carry-Forward Agreement. (c) Executed by the Companies, Agent, and the particular Lender if it purports to partially terminate or -- subject to Section 2.5 -- increase that Lender's Commitment under Section 2.5 and is accompanied, as applicable, by the prepayment to that Lender due because of that partial termination and by either an Interim Note payable to that Lender in the amount of that Lender's Commitment increase under Section 2.5(a) or a replacement Associates Note payable to that Lender in the amount of its reduced or increased Commitment. (d) Executed by the Companies and Administrative Agent and executed or approved in writing by all Lenders if action of all Lenders is specifically provided in any Loan Paper Document or if it purports to (i) except as otherwise stated in this Section 12.11, extend the due date or decrease the scheduled amount of any payment under -- under, or reduce the rate or amount of interest, fees, or other amounts payable to Administrative Agent or any Lender under -- under, any Loan PaperDocument, (ii) change the definition of Borrowing Base (or any component of it), Commitment Percentage, Determining Lenders, Eligible-Foreclosure Receivable, Eligible-Gestation Collateral, Eligible-Mortgage Collateral, Eligible-P&I Receivable, Eligible-T&I ReceivableEligible Collateral (or any component of it), Market Value, Stated-Termination Date, or Termination Percentage, (iii) partially or fully release any guaranty or any Collateral except releases of Collateral contemplated in this agreement, or (iv) change or waive compliance with Sections 3.2, 3.5, 3.6, 4.54.3, 4.8, 4.9, 5, 9, 10.1, 10.2, 10.9, 10.10, 12.1,or 12.1, or 12.11. (ec) Otherwise (i) for this agreement, executed by the Companies, Administrative Agent, and Determining Lenders, or (ii) for other Loan PapersDocuments, approved in writing by Determining Lenders and executed by the Companies, Administrative Agent, and any other party to that Loan Paper. (a) reflecting those changesDocument. Amendments shall be in a form acceptable to the Companies and Administrative Agent. No course of dealing or any failure or delay by Administrative Agent, any Lender, or any of their respective Representatives with respect to exercising any Right of Administrative Agent or any Lender under the Loan Papers Documents operates as a waiver of that Right. An approval, consent, or waiver is only effective for the specific instance and purpose for which it is given. The Loan Papers Documents may only be supplemented by agreements, documents, and instruments delivered according to their respective express terms.

Amendments Consents Conflicts and Waivers. An amendment of -- or an approval, consent, or waiver by Agent or by one or more Lenders under -- any Loan Paper Document must be in writing and must be: (a) Executed by the Companies Borrower and Administrative Agent if it purports to (i) remove as a party to this agreement any Lender whose Commitment has been fully terminated under Section 2.5 or (ii) reduce or increase any fees payable to Administrative Agent by the CompaniesBorrower. (b) Executed by the Companies Borrower and the particular Depositary if it purports to change -- subject to the terms of this agreement -- the terms of that Depositary's Balance-Carry-Forward Agreement. (c) Executed by the Companies, Agent, and the particular Lender if it purports to partially terminate or -- subject to Section 2.5 -- increase that Lender's Commitment under Section 2.5 and is accompanied, as applicable, by the prepayment to that Lender due because of that partial termination and by either an Interim Note payable to that Lender in the amount of that Lender's Commitment increase under Section 2.5(a) or a replacement Associates Note payable to that Lender in the amount of its reduced or increased Commitment. (d) Executed by the Companies and Administrative Agent and executed or approved in writing by all Lenders if action of all Lenders is specifically provided in any Loan Paper Document or if it purports to (i) except as otherwise stated in this Section 12.11SECTION 12.10, extend the due date or decrease the scheduled amount of any payment under -- any Loan Document or reduce the rate or amount of interest, fees, or other amounts payable to Administrative Agent or any Lender under -- any Loan PaperDocument, (ii) alter or amend each Lender's obligation to severally provide its Commitment Percentage of Warehouse Borrowings as set forth in SECTION 2.1, (iii) amend any portion of SECTION 3.3, SECTION 3.6, SECTIONS 3.9 through 3.12, SECTION 4.7, or SECTION 12.10, (iv) change the definition of Borrowing Base (or any component of it)the definition of) Borrowing Base, Commitments, Commitment Percentage, Determining Required Lenders, Eligible-Foreclosure Receivable, Eligible-Gestation Eligible Collateral, Eligible-Mortgage Collateral, Eligible-P&I Receivable, Eligible-T&I Receivable, Market Value, Stated-Termination Date, or Termination Percentage, (iiiv) partially or fully release any guaranty or any Collateral except releases of Collateral contemplated in this agreement, or (ivvi) change or waive compliance with Sections 3.2, 3.5, 3.6, 4.5, 4.8, 4.9, 5, 9, 10.1, 10.2, 10.9, 10.10, 12.1,or 12.11an Event of Default under SECTION 10.1(d). (ec) Otherwise (i) for this agreement, executed by the CompaniesBorrower, Administrative Agent, and Determining Required Lenders, or (ii) for other Loan PapersDocuments, approved in writing by Determining Required Lenders and executed by the CompaniesBorrower, Administrative Agent, and any other party to that Loan Paper. (a) reflecting those changesDocument. No course of dealing or any failure or delay by Administrative Agent, any Lender, or any of their respective Representatives with respect to exercising any Right of Administrative Agent or any Lender under the Loan Papers Documents operates as a waiver of that Right. An approval, consent, or waiver is only effective for the specific instance and purpose for which it is given. The Loan Papers Documents may only be supplemented by agreements, documents, and instruments delivered according to their respective express terms.