Common use of Waiver and Modifications Clause in Contracts

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland shall be authorized after the last vote of the stockholders of US Highland if such waiver shall, in the judgment of the Board of Directors of Harcom, affect materially and adversely the benefits of the Harcom stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom shall not, in the judgment of the Board of Directors of US Highland, affect material and adversely the benefits of US Highland's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland Auric shall be authorized after the last vote of the stockholders of US Highland Auric if such waiver shall, in the judgment of the Board of Directors of HarcomAuric, affect materially and adversely the benefits of the Harcom Auric stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland Auric by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom Auric shall not, in the judgment of the Board of Directors of US HighlandAuric, affect material and adversely the benefits of US HighlandAuric's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland Pricester shall be authorized after the last vote of the stockholders of US Highland Pricester if such waiver shall, in the judgment of the Board of Directors of HarcomBusiness Advantage, affect materially and adversely the benefits of the Harcom Business Advantage stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland Pricester by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom Business Advantage shall not, in the judgment of the Board of Directors of US HighlandPricester, affect material and adversely the benefits of US HighlandPricester's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; any time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland Chancellor shall be authorized after the last vote of the stockholders of US Highland Chancellor if such waiver shall, in the judgment of the Board of Directors of HarcomChancellor, affect materially and adversely the benefits of the Harcom Chancellor stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland Chancellor by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom Chancellor shall not, in the judgment of the Board of Directors of US HighlandChancellor, affect material materially and adversely affect the benefits of US HighlandChancellor's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver waiver: by US Highland XtraNet shall be authorized after the last vote of the stockholders of US Highland XtraNet if such waiver shall, in the judgment of the Board of Directors of Harcomextranet, affect materially and adversely the benefits of the Harcom XtraNet stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland XtraNet by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided provide that such modification, after the last vote of the stockholders of Harcom XtraNet shall not, in the judgment of the Board of Directors of US HighlandXtraNet, affect material and adversely the benefits of US HighlandXtraNet's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such .such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland Global Arena shall be authorized after the last vote of the stockholders of US Highland Global Arena if such waiver shall, in the judgment of the Board of Directors of HarcomChina Stationery, affect materially and adversely the benefits of the Harcom China Stationery stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland Global Arena by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom China Stationery shall not, in the judgment of the Board of Directors of US HighlandGlobal Arena, affect material and adversely the benefits of US HighlandGlobal Arena's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland Citytalk shall be authorized after the last vote of the stockholders of US Highland Citytalk if such waiver shall, in the judgment of the Board of Directors of HarcomSemotus, affect materially and adversely the benefits of the Harcom Semotus stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland Citytalk by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom Semotus shall not, in the judgment of the Board of Directors of US HighlandCitytalk, affect material and adversely the benefits of US HighlandCitytalk's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.

Waiver and Modifications. Any of the provisions of this Agreement may be waived at any; time by the party entitled to the benefit thereof, upon the authority of the Board of Directors of such party; provided, however, that no waiver by US Highland LPR Cybertek shall be authorized after the last vote of the stockholders of US Highland LPR Cybertek if such waiver shall, in the judgment of the Board of Directors of HarcomLPR Cybertek, affect materially and adversely the benefits of the Harcom LPR Cybertek stockholders under this Agreement or the Agreement of Merger. Any of the provisions of this Agreement (including the exhibits and the Agreement of Merger) may be modified at any time prior to and after the vote of the stockholders of US Highland LPR Cybertek by agreement in writing approved by the Board of Directors of each party and executed in the same manner (but not necessarily by the same persons) as this Agreement, provided that such modification, after the last vote of the stockholders of Harcom LPR Cybertek shall not, in the judgment of the Board of Directors of US HighlandLPR Cybertek, affect material and adversely the benefits of US HighlandLPR Cybertek's stockholders under this Agreement or the Agreement of Merger. To the extent permitted by law, the powers of the Board of Directors may be delegated by the Board of the Executive Committee of such Board or by such Board (or by the Executive Committee to the extent any matter has been delegated to such Committee by the Board) to any officer or officers of such party, and any notices, consents or other action referred to in this Agreement may be given or taken by any officer so authorized.