Common use of Assignment; Participations Clause in Contracts

Assignment; Participations. The Lender may assign any of its rights and obligations hereunder or under any of the other Loan Documents (i) to a regulated financial institution without the consent of, but upon notice to, the Borrower, and (ii) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuing, the consent of the Borrower (such consent not to be unreasonably withheld, conditioned or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in this Agreement and the other Loan Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: (i) in the absence of an Event of Default, the proposed participant is not a Competitor of the Borrower or any Affiliate thereof; (ii) no participant shall have direct recourse against the Borrower or any Affiliate of the Borrower but only through the Lender; (iii) the Borrower shall continue to deal solely and exclusively with the Lender in connection with the Lender’s rights and obligations under this Agreement; and (iv) any agreement or instrument pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority of the parties holding an interest this Agreement and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower or the Guarantor to the Lender under any of the Loan Documents; provided, however, that only the consent of a majority of the participants shall be necessary to amend the definition of “Default Rate”, (C) release the Guarantor of any of its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify the provisions of this Section 9.13.

Assignment; Participations. The Lender may assign any of its rights (a) This Agreement shall be binding upon, and obligations hereunder or under any of shall inure to the other Loan Documents (i) to a regulated financial institution without the consent benefit of, but upon notice to, the Borrower, the Bank and their respective successors and assigns, except that the Borrower may not assign or transfer its rights or obligations hereunder. Subject to Sections 10.05(b) and (iic) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuinghereof, the consent of the Borrower (such consent Bank may not to be unreasonably withheld, conditioned assign or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after transfer its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in rights under this Agreement and the Note without the prior written consent of the Borrower; provided, however, that the Bank may, without such consent or notice, sell participations in, all or any part of any Loan to another bank or other Loan entity, in which event in the case of a participation, the participant shall have no rights under the Facility Documents and all sums amounts payable hereunder and thereunder (each, a “Participation”) so long by the Borrower under Article 3 shall be determined as each if the Bank had not sold such participation. The agreement executed by the Bank in favor of the following conditions is satisfied participant shall not give the participant the right to require the Bank to take or omit to take any action hereunder except action directly relating to (i) the extension of a payment date with respect to such Participation: (i) in the absence of an Event of Default, the proposed participant is not a Competitor any portion of the Borrower principal of or interest on any Affiliate thereof; amount outstanding hereunder allocated to such participant, (ii) no participant shall have direct recourse against the Borrower or any Affiliate reduction of the Borrower but only through the Lender; principal amount outstanding hereunder or (iii) the reduction of the rate of interest payable on such amount or any amount of fees payable hereunder to a rate or amount, as the case may be, below that which the participant is entitled to receive under its agreement with the Bank. The Bank may furnish any information concerning the Borrower in the possession of the Bank from time to time to assignees and participants (including prospective assignees and participants); provided that the Bank shall require any such prospective assignee or such participant (prospective or otherwise) to agree in writing to maintain the confidentiality of such information. With respect to participations and assignments of rights of the Bank permitted under this paragraph (a), the Bank shall remain solely responsible for the performance of its obligations under this Agreement and the Borrower shall continue to deal solely and exclusively directly with the Lender Bank in connection with the Lender’s Bank's rights and obligations under the Agreement. (b) In addition to the assignments and participations permitted under paragraph (a) and (c) hereof, the Bank may assign and pledge all or any portion of its Loans and Note to any affiliate of the Bank with prior notice to the Borrower, provided that the Bank shall remain solely responsible for the performance of its obligations under this Agreement and the Borrower shall continue to deal solely and directly with the Bank in connection with the Bank's rights (other than the right to receive payments) and obligations under this Agreement; . No such assignment shall release the Bank from its obligations hereunder. (c) In addition to the assignments and participations permitted under paragraphs (a) and (ivb) above, the Bank may assign and pledge all or any agreement or instrument portion of its Loans and Note to any Federal Reserve Bank without notice to the Borrower as collateral security pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority Regulation A of the parties holding an interest this Agreement and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent Board of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower or the Guarantor to the Lender under any Governors of the Loan Documents; providedFederal Reserve System and any Operating Circular issued by such Federal Reserve Bank, however, provided that only the consent Bank shall remain solely responsible for the performance of a majority of the participants shall be necessary to amend the definition of “Default Rate”, (C) release the Guarantor of any of its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s it obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify and the provisions of Borrower shall continue to deal solely and directly with the Bank in connection with the Bank's obligations under this Section 9.13Agreement. No such assignment shall release the Bank from its obligations hereunder.

Assignment; Participations. The Lender may assign any of its rights (a) This Agreement shall be binding upon, and obligations hereunder or under any of shall inure to the other Loan Documents (i) to a regulated financial institution without the consent benefit of, but upon notice to, the Borrower, and (ii) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuingthe Agent, the Banks and their respective successors and assigns, except that the Borrower may not assign or transfer its rights or obligations hereunder. Each Bank may assign (subject to the prior written consent of the Borrower (such consent Borrower, which shall not to be unreasonably withheld), conditioned or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after sell participations in, all or any part of its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying commitment or the Loan to another bank or other entity, in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in this Agreement and the other Loan Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: which event (i) in the absence case of an Event of Defaultassignment, upon notice thereof by the Bank to the Borrower with a copy to the Agent, the proposed participant is not assignee shall have, to the extent of such assignment (unless otherwise provided therein), the same rights, benefits and obligations as it would have if it were a Competitor Bank hereunder and the assigning Bank shall be released from its obligations hereunder to the extent of the Borrower or any Affiliate thereofsuch assignment; and (ii) no in the case of a participation, the participant shall have direct recourse against no rights under the Borrower or any Affiliate of the Borrower but only through the Lender; (iii) the Borrower shall continue to deal solely and exclusively with the Lender in connection with the Lender’s rights and obligations under this Agreement; and (iv) any agreement or instrument pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority of the parties holding an interest this Agreement Facility Documents and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower under Article 3 shall be determined as if such Bank had not sold such participation. The agreement executed by such Bank in favor of the participant shall not give the participant the right to require such Bank to take or omit to take any action hereunder except action directly relating to (i) the Guarantor extension of the Termination Date, (ii) the extension of a payment date with respect to any portion of the principal of or interest on any amount outstanding hereunder allocated to such participant, (iii) the reduction of the principal amount outstanding hereunder or (iv) the reduction of the rate of interest payable on such amount or any amount of fees payable hereunder to a rate or amount, as the case may be, below that which the participant is entitled to receive under its agreement with such Bank. Such Bank may furnish any information concerning the Borrower in the possession of such Bank from time to time to assignees and participants (including prospective assignees and participants); provided that such Bank shall require any such prospective assignee or such participant (prospective or otherwise) to agree in writing to maintain the confidentiality of such information. In connection with any assignment pursuant to this paragraph (a), an administrative fee shall be paid to the Lender Agent for processing such assignment in the amount of $3,000. (b) In addition to the assignments and participations permitted under paragraph (a) above, any Bank may assign and pledge all or any portion of its Loans and Note to (i) any affiliate of such Bank or (ii) any Federal Reserve Bank as collateral security pursuant to Regulation A of the Loan Documents; provided, however, that only the consent Board of a majority Governors of the participants Federal Reserve System and any Operating Circular issued by such Federal Reserve Bank. No such assignment under clause (ii) of the preceding sentence shall be necessary to amend the definition of “Default Rate”, (C) release the Guarantor of any of assigning Bank from its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify the provisions of this Section 9.13hereunder.

Assignment; Participations. The Lender (a) This Agreement shall be binding upon, and shall inure to the benefit of, the Obligors, the Agent, the Banks and their respective successors and assigns, except that the Obligors may not assign or transfer their rights or obligations hereunder. Each Bank may assign, or sell participations in, all or any part of any Loan or its rights and obligations under the Letters of Credit to another bank or other entity; provided that any such assignment by such Bank of its rights and obligations hereunder or under any in respect of the other Loan Documents (i) to a regulated financial institution without Letters of Credit shall require the consent of, but upon notice to, the Borrower, and (ii) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuing, the prior consent of the Borrower (Chase such consent not to be unreasonably withheld, conditioned or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in this Agreement and the other Loan Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: ; provided further that (i) in the absence case of an Event of Defaultassignment, upon notice thereof by the Bank to the Borrower with a copy to the Agent, the proposed participant is not assignee shall have, to the extent of such assignment (unless otherwise provided therein), the same rights, benefits and obligations as it would have if it were a Competitor of the Borrower or any Affiliate thereofBank hereunder; and (ii) no in the case of a participation, the participant shall have direct recourse against no rights under the Borrower or any Affiliate of the Borrower but only through the Lender; (iii) the Borrower shall continue to deal solely and exclusively with the Lender in connection with the Lender’s rights and obligations under this Agreement; and (iv) any agreement or instrument pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority of the parties holding an interest this Agreement Facility Documents and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower under Article 3 shall be determined as if such Bank had not sold such participation. The agreement executed by such Bank in favor of the participant shall not give the participant the right to require such Bank to take or omit to take any action hereunder except action directly relating to (i) the Guarantor extension of a payment date with respect to any portion of the principal of or interest on any amount outstanding hereunder allocated to such participant, (ii) the reduction of the principal amount outstanding hereunder or (iii) the reduction of the rate of interest payable on such amount or any amount of fees payable hereunder to a rate or amount, as the case may be, below that which the participant is entitled to receive under its agreement with such Bank. Such Bank may furnish any information concerning the Obligors in the possession of such Bank from time to time to assignees and participants (including prospective assignees and participants); provided that such Bank shall require any such prospective assignee or such participant (prospective or otherwise) to agree in writing to maintain the confidentiality of such information. In connection with any assignment pursuant to this paragraph (a), the assigning Bank shall pay the Agent an administrative fee for processing such assignment in the amount of $5,000. (b) In addition to the Lender assignments and participations permitted under paragraph (a) above, any Bank may assign and pledge all or any portion of its Loans, its Notes and its rights and obligations under the Letters of Credit to (i) any affiliate of such Bank or (ii) any Federal Reserve Bank as collateral security pursuant to Regulation A of the Loan Documents; provided, however, that only the consent Board of a majority Governors of the participants Federal Reserve System and any Operating Circular issued by such Federal Reserve Bank. No such assignment shall be necessary to amend the definition of “Default Rate”, (C) release the Guarantor of any of assigning Bank from its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify the provisions of this Section 9.13hereunder.

Assignment; Participations. The Lender may assign any of its rights This Agreement shall be binding upon, and obligations hereunder or under any of shall inure to the other Loan Documents (i) to a regulated financial institution without the consent benefit of, but upon notice to, the Borrower, the Bank and their respective successors and assigns (ii) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuing, the consent of except that the Borrower (may not assign or transfer its rights or obligations hereunder), and such consent not successors and assigns shall thereupon become vested with all the benefits in respect thereof granted to be unreasonably withheld, conditioned the Bank herein or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in this Agreement and the other Loan Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: (i) in the absence of an Event of Default, the proposed participant is not a Competitor of the Borrower or any Affiliate thereof; (ii) no participant shall have direct recourse against the Borrower or any Affiliate of the Borrower but only through the Lender; (iii) the Borrower shall continue to deal solely and exclusively with the Lender in connection with the Lender’s rights and obligations under this Agreement; and (iv) any agreement or instrument pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority of the parties holding an interest this Agreement and all sums payable thereunderotherwise; provided, however, that such agreement (i) the Bank may assign all or instrument may provide that, without any part of any Loan or Loans made by it only with the prior consent of each participantthe Borrower (which shall not be unreasonably withheld), and (ii) the Bank may sell participations therein, only to a bank, insurance company, trust company, brokerage house, pension fund, or other financial institution, in which event (a) in the case of an assignment, the Lender may assignee shall have, to the extent of such assignment (unless otherwise provided therein), the same rights and benefits and obligations as it would have if it were the Bank hereunder, and (b) in the case of a participation, the participant shall not agree to: (A) postpone have any date fixed by rights under this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal ofAgreement, premium, if any, and/or interest on the Note, or any other amounts due documents referred to herein (the participant's rights against the Bank in respect of such participation to be those set forth in the agreement executed by the Borrower or Bank in favor of the Guarantor under this Agreement or any other Loan Document, (Bparticipant relating thereto) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other and all amounts payable by the Borrower or under Article 5 hereof shall be determined as if the Guarantor to the Lender under any of the Loan Documents; Bank had not sold such participation, provided, however, that only the consent of Bank may not sell participations under any agreement which gives the participant a majority of the participants shall be necessary right to amend the definition of “Default Rate”, (C) release the Guarantor approve or disapprove of any consent, waiver or amendment by the Bank with respect to any provision of its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s obligations under this Agreement (except for any provision hereof relating to the payment of any amount, the date on which such payment is due, the rate at which interest accrues on any Loan or any other Loan Documentamount payable hereunder, or the release of any guarantee of, or the substitution or release of any collateral security for, such Loans). The Bank may furnish any information concerning the Borrower in the possession of the Bank from time to time to assignees and participants (E) amend, waive or modify the provisions of this Section 9.13including prospective assignees and participants).

Assignment; Participations. The Lender may assign any of its rights (a) This Agreement shall be binding upon, and obligations hereunder or under any of shall inure to the other Loan Documents (i) to a regulated financial institution without the consent benefit of, but upon notice to, the Borrower, the Bank and (ii) their respective successors and assigns, except that the Borrower may not assign or transfer its rights or obligations hereunder. The Bank may assign, or sell participations in, all or any part of the Revolving Credit Commitment or any Loan to another bank or other entity which is not a non-regulated financial institution with, so long as no Event of Default has occurred and is continuing, the consent competitor of the Borrower (such consent not to be unreasonably withheldor its Subsidiaries, conditioned or delayed). In the in which event the Borrower fails to respond to such request for consent within ten (10) Business Days after its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignment. The Lender may also grant or sell participation interests in this Agreement and the other Loan Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: (i) in the absence case of an Event of Defaultassignment, upon notice thereof by the Bank to the Borrower, the proposed participant is not a Competitor assignee shall have, to the extent of such assignment (unless otherwise provided therein), the Borrower or any Affiliate thereofsame rights, benefits and obligations as it would have if it were the Bank hereunder; and (ii) no in the case of a participation, the participant shall have direct recourse against no rights under the Borrower or any Affiliate Facility Documents. The agreement executed by the Bank in favor of the Borrower but only through participant shall not give the Lender; participant the right to require the Bank to take or omit to take any action hereunder except action directly relating to (i) the extension of a payment date with respect to any portion of the principal of or interest on any amount outstanding hereunder allocated to such participant, (ii) the reduction of the principal amount outstanding hereunder or (iii) the Borrower shall continue reduction of the rate of interest payable on such amount or any amount of fees payable hereunder to deal solely and exclusively a rate or amount, as the case may be, below that which the participant is entitled to receive under its agreement with the Lender Bank. The Bank may furnish any information concerning the Borrower in connection with the Lender’s rights possession of the Bank from time to time to assignees and obligations participants (including prospective assignees and participants); (b) In addition to the assignments and participations permitted under this Agreement; paragraph (a) above, the Bank may assign and pledge all or any portion of its Loans and Note to (ivi) any agreement affiliate of the Bank or instrument (ii) any Federal Reserve Bank as collateral security pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority Regulation A of the parties holding an interest this Agreement and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent Board of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower or the Guarantor to the Lender under any Governors of the Loan Documents; provided, however, that only the consent of a majority of the participants Federal Reserve System and any Operating Circular issued by such Federal Reserve Bank. No such assignment shall be necessary to amend the definition of “Default Rate”, (C) release the Guarantor of any of Bank from its payment or performance obligations under its Guaranty, (D) release, subordinate or substitute any collateral given to secure the Borrower’s obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify the provisions of this Section 9.13hereunder.

Assignment; Participations. The Lender This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and assigns, except that the Borrower may not assign any of or transfer its rights and or obligations hereunder or under any of the other Loan Documents (i) to a regulated financial institution without the consent of, but upon notice to, the Borrower, and (ii) to a non-regulated financial institution with, so long as no Event of Default has occurred and is continuing, the consent of the Borrower (such consent not to be unreasonably withheld, conditioned or delayed). In the event the Borrower fails to respond to such request for consent within ten (10) Business Days after its receipt thereof, the Borrower shall be deemed to have consented thereto. In the event the Borrower refuses to give its consent to such request, the Borrower shall have the option of either (i) prepaying the Loan in full, without penalty, within sixty (60) days thereafter, or (ii) waiving its right to object to such assignmenthereunder. The Lender may also grant assign, or sell participation interests participations in, all or any part of any Loan to another lender or other entity, in this Agreement which event (a) in the case of an assignment, upon notice thereof by the Lender to the Borrower, the assignee shall have, to the extent of such assignment (unless otherwise provided therein), the same rights, benefits and obligations as it would have if it were the other Loan Lender hereunder; and (b) in the case of a participation, the participant shall have no rights under the Facility Documents and all sums payable hereunder and thereunder (each, a “Participation”) so long as each of the following conditions is satisfied with respect to such Participation: (i) in the absence of an Event of Default, the proposed participant is not a Competitor of the Borrower or any Affiliate thereof; (ii) no participant shall have direct recourse against the Borrower or any Affiliate of the Borrower but only through the Lender; (iii) the Borrower shall continue to deal solely and exclusively with the Lender in connection with the Lender’s rights and obligations under this Agreement; and (iv) any agreement or instrument pursuant to which the Lender sells such a Participation shall provide that any action to be taken to enforce the terms of this Agreement or to amend, modify or waive any provisions thereof shall require the consent of not less than a majority of the parties holding an interest this Agreement and all sums payable thereunder; provided, however, that such agreement or instrument may provide that, without the consent of each participant, the Lender may not agree to: (A) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal of, premium, if any, and/or interest on the Note, or any other amounts due by the Borrower or the Guarantor under this Agreement or any other Loan Document, (B) reduce the amount of any scheduled principal and/or interest payment due hereunder or under the Note or any fees or other amounts payable by the Borrower or the Guarantor to under Article III shall be determined as if the Lender under any had not sold such participation. The agreement executed by the Lender in favor of the Loan Documents; provided, however, that only participant shall not give the consent participant the right to require the Lender to take or omit to take any action hereunder except action directly relating to (i) the extension of a majority payment date with respect to any portion of the participants shall be necessary principal of or interest on any amount outstanding hereunder allocated to amend the definition of “Default Rate”such participant, (Cii) release the Guarantor reduction of the principal amount outstanding hereunder or (iii) the reduction of the rate of interest payable on such amount or any amount of its payment fees payable hereunder to a rate or performance obligations amount, as the case may be, below that which the participant is entitled to receive under its Guaranty, agreement with the Lender. The Lender may furnish any information concerning the Borrower in the possession of the Lender from time to time to assignees and participants (Dincluding prospective assignees and participants) release, subordinate or substitute any collateral given which have agreed in writing to secure the Borrower’s obligations under this Agreement or any other Loan Document, or (E) amend, waive or modify be bound by the provisions of this Section 9.1310.13 hereof.