Amendments, Modification and Waivers Sample Clauses

Amendments, Modification and Waivers. No provision of this Agreement may be amended, modified or waived except in writing executed by the Manager and the Servicer, and each such amendment and modification shall be subject to the prior written consent of the Initial Member, except for those provisions that may be amended by the express terms hereof without the Initial Member’s consent. In no event shall any such amendment or waiver limit or affect the rights of the FDIC (as a third party beneficiary hereunder as specified in Section 11.8) without the express written consent of the FDIC.
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Amendments, Modification and Waivers. (a) Any provision of this Agreement may be amended, modified or waived at any time before or after approval of this Agreement and the Merger by the Boards of Directors of the Company, Parent and Merger Sub if, but only if, such amendment, modification or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or, in the case of a waiver, by each party against whom the waiver is to be effective; provided, however, that following the receipt of the Requisite Company Stockholder Approval, no such amendment, modification or waiver shall be made or given that requires the approval of the stockholders of the Company under the DGCL unless the required further approval is obtained. (b) Any failure of any of the parties hereto to comply with any obligation, covenant, agreement or condition herein may be waived at any time prior to the Effective Time by any of the parties hereto entitled to the benefit thereof only by a written instrument signed by each such party granting such waiver. No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. Except as otherwise provided herein, the rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by Applicable Law.
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Amendments, Modification and Waivers. No provision of this Agreement may be amended, modified or waived except in writing executed by the Company and the Servicer and, except for those provisions that may be amended without the Participant’s consent, as and to the extent expressly provided in this Agreement, each such amendment and modification shall be subject to the prior written consent of the Participant (which consent shall not be unreasonably withheld, delayed or conditioned).
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Amendments, Modification and Waivers. No provision of this Agreement may be amended, modified or waived except in writing executed by the Manager and the Servicer, and each such amendment and modification will be subject to the prior written consent of the Initial Member, except for those provisions that may be amended by the express terms hereof without the consent of the Initial Member. In no event will any such amendment or waiver limit or affect the rights or benefits expressly granted in this Agreement to any specified third party beneficiary of this Agreement other than the Initial Member (to the extent such third party beneficiary is, and remains, a third party beneficiary hereunder pursuant to Section 11.8), and/or any Related Person in relation to such third party beneficiary, without the express written consent of such third party beneficiary. In respect of provisions in this Agreement that may be amended without the consent of the Initial Member (including Schedules 1 through 6 to this Agreement), (a) in no event will any such provisions (including as amended) result in a right for the Manager or the Servicer to deviate from the requirements in the remaining provisions in this Agreement and the other Transaction Documents (including in respect of payments to Affiliates), and (b) in the event of any conflict between such provisions and the remaining provisions herein or in any other Transaction Document, such remaining provisions herein and in the other Transaction Documents will prevail.
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Amendments, Modification and Waivers. No provision of this Agreement may be amended, modified or waived except in writing executed by the Manager and the Servicer, and each such amendment and modification shall be subject to the prior written consent of the Initial Member, except for those provisions that may be amended by the express terms hereof without the consent of the Initial Member. In no event shall any such amendment or waiver limit or affect the rights or benefits expressly granted in this Agreement to any third party beneficiary of this Agreement other than the Initial Member (to the extent such third party beneficiary is, and remains, a third party beneficiary hereunder pursuant to Section 11.8), and/or any Related Person in relation to such third party beneficiary, without the express written consent of such third party beneficiary.
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Amendments, Modification and Waivers. No provision of this Agreement may be amended, modified or waived except in writing executed by the Manager and the Servicer, and each such amendment and modification shall be subject to the prior written consent of the Initial Member or the Purchase Money Note Guarantor, except for those provisions that may be amended by the express terms hereof without the Initial Member’s consent. In no event shall any such amendment or waiver limit or affect the rights of the FDIC or the Purchase Money Note Guarantor (as a third party beneficiary hereunder as specified in Section 11.8) without the express written consent of the FDIC and the Purchase Money Note Guarantor.
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Amendments, Modification and Waivers. Neither this Agreement nor any term hereof may be changed, waived, discharged or terminated orally, but only by written consent signed by Purchaser and by Seller.
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Related to Amendments, Modification and Waivers

  • Amendments, Modifications and Waivers No amendment, modification or waiver in respect of this Agreement shall be effective against any party unless it shall be in writing and signed by Parent, the Company and Stockholder.

  • Modifications, Amendments and Waivers This Agreement may not be modified or amended, or any provision thereof waived, except in a writing signed by all the parties to this Agreement.

  • Modification and Waivers The Indenture permits, with certain exceptions as therein provided (including, but not limited to the exceptions set forth in Section 15.11(i)), the amendment of the Indenture and the modification of the rights and obligations of the Issuer and the rights of the holders of the Notes under the Indenture at any time by the Issuer with the consent of the holders of not less than 66 2/3% in aggregate principal amount of the series of Notes of which this Note is a part then outstanding and all other Securities (as defined in the Indenture) then outstanding under the Indenture and affected by such amendment and modification. The Indenture also contains provisions permitting the holders of a majority in aggregate principal amount of the series of Notes of which this Note is a part then outstanding and all other Securities then outstanding under the Indenture and affected thereby, on behalf of the holders of all such Securities, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the holder of this Note shall be conclusive and binding upon such holder and upon all future holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The determination of whether particular Securities are “outstanding” will be made in accordance with the Indenture. Any action by the holder of this Note shall bind all future holders of this Note, and of any Note issued in exchange or substitution hereof or in place hereof, in respect of anything done or permitted by the Issuer or by the Trustee in pursuance of such action. New Notes authenticated and delivered after the execution of any agreement modifying, amending or supplementing this Note may bear a notation in a form approved by the Issuer as to any matter provided for in such modification, amendment or supplement to the Indenture or the Notes. New Notes so modified as to conform, in the opinion of the Issuer, to any provisions contained in any such modification, amendment or supplement may be prepared by the Issuer, authenticated by the Trustee and delivered in exchange for this Note.

  • Amendments; Waivers; Modifications This Security Agreement and the provisions hereof may not be amended, waived, modified, changed, discharged or terminated except as set forth in Section 9.1 of the Credit Agreement.

  • Amendment, Modification and Waiver This Agreement may not be amended, modified or waived except by an instrument or instruments in writing signed and delivered on behalf of each of the parties hereto.