This excerpt taken from the TUES 8-K filed Dec 23, 2008.
ARTICLE X.
MISCELLANEOUS
10.01 Amendments, Etc.No amendment or
waiver of any provision of this Agreement or any other Loan Document, and no
Consent to any departure by any Loan Party therefrom, shall be effective unless
in writing signed by the Administrative Agent, with the Consent of the Required
Lenders, and the Lead Borrower or the applicable Loan Party, as the case may
be, and acknowledged by the Administrative Agent, and each such waiver or
Consent shall be effective only in the specific instance and for the specific
purpose for which given; provided, however, that no such
amendment, waiver or consent shall:
(a) extend, or increase, the Commitment of any
Lender (or reinstate any Commitment terminated pursuant to Section 8.02)
without the written Consent of such Lender (it being understood that a waiver
of any condition precedent set forth in Section 4.02 or the waiver
of any Event of Default or mandatory prepayment shall not constitute an
extension or increase of the Commitment of any Lender);
(b) postpone any date fixed by this Agreement or
any other Loan Document for any payment or mandatory prepayment of principal,
interest, fees or other amounts due to the Lenders (or any of them) hereunder
or under any of the other Loan Documents without the written Consent of each
affected Lender entitled to such payment;
(c) reduce the principal of, or the rate of
interest specified herein on, any Loan or L/C Borrowing, or (subject to clause (v) of
the second proviso to this Section 10.01) any fees or other amounts
payable hereunder or under any other Loan Document, without the written Consent
of each affected Lender entitled to such amount; provided, however,
that only the Consent of the Required Lenders shall be necessary to amend the
definition of “Default Rate” or to waive any obligation of the Borrowers to pay
interest or Letter of Credit Fees at the Default Rate;
(d) change the definition of the term “Clean-down
Period” or amend, waive or otherwise modify the provisions of Section 2.05(d) without
the written Consent of each Lender;
(e) change Section 2.13 or Section 8.03
in a manner that would alter the pro rata sharing of payments required thereby
without the written Consent of each Lender;
(f) change any provision of this Section 10.01
or the definition of “Required Lenders” or any other provision hereof
specifying the number or percentage of Lenders required to amend, waive or
otherwise modify any rights hereunder or make any determination or grant any
consent hereunder, without the written Consent of each Lender;
132
(g) except as expressly permitted hereunder or
under any other Loan Document, release, or limit the liability of, any Loan
Party without the written Consent of each Lender;
(h) except for Permitted Dispositions, release
all or substantially all of the Collateral from the Liens of the Security
Documents without the written Consent of each Lender;
This excerpt taken from the TUES 8-K filed Dec 18, 2008.
ARTICLE X.
MISCELLANEOUS
10.01 Amendments, Etc.No amendment or
waiver of any provision of this Agreement or any other Loan Document, and no
Consent to any departure by any Loan Party therefrom, shall be effective unless
in writing signed by the Administrative Agent, with the Consent of the Required
Lenders, and the Lead Borrower or the applicable Loan Party, as the case may
be, and acknowledged by the Administrative Agent, and each such waiver or
Consent shall be effective only in the specific instance and for the specific
purpose for which given; provided, however, that no such
amendment, waiver or consent shall:
(a) extend, or increase, the Commitment of any
Lender (or reinstate any Commitment terminated pursuant to Section 8.02)
without the written Consent of such Lender (it being understood that a waiver
of any condition precedent set forth in Section 4.02 or the waiver
of any Event of Default or mandatory prepayment shall not constitute an
extension or increase of the Commitment of any Lender);
(b) postpone any date fixed by this Agreement or
any other Loan Document for any payment or mandatory prepayment of principal,
interest, fees or other amounts due to the Lenders (or any of them) hereunder
or under any of the other Loan Documents without the written Consent of each
affected Lender entitled to such payment;
(c) reduce the principal of, or the rate of
interest specified herein on, any Loan or L/C Borrowing, or (subject to clause (v) of
the second proviso to this Section 10.01) any fees or other amounts
payable hereunder or under any other Loan Document, without the written Consent
of each affected Lender entitled to such amount; provided, however,
that only the Consent of the Required Lenders shall be necessary to amend the
definition of “Default Rate” or to waive any obligation of the Borrowers to pay
interest or Letter of Credit Fees at the Default Rate;
(d) change the definition of the term “Clean-down
Period” or amend, waive or otherwise modify the provisions of Section 2.05(d) without
the written Consent of each Lender;
(e) change Section 2.13 or Section 8.03
in a manner that would alter the pro rata sharing of payments required thereby
without the written Consent of each Lender;
(f) change any provision of this Section 10.01
or the definition of “Required Lenders” or any other provision hereof
specifying the number or percentage of Lenders required to amend, waive or
otherwise modify any rights hereunder or make any determination or grant any
consent hereunder, without the written Consent of each Lender;
132
(g) except as expressly permitted hereunder or
under any other Loan Document, release, or limit the liability of, any Loan
Party without the written Consent of each Lender;
(h) except for Permitted Dispositions, release
all or substantially all of the Collateral from the Liens of the Security
Documents without the written Consent of each Lender;
This excerpt taken from the TUES 10-K filed Feb 24, 2006.
MISCELLANEOUS
SECTION 7.1. Amendments, Waivers and Consents. None of the
terms, covenants, agreements or conditions of this Agreement may be amended,
supplemented or otherwise modified, nor may they be waived, nor may any consent
be given, except in accordance with Section 13.2 of the Credit Agreement.
SECTION
7.2. Notices. All notices, requests and demands to or upon
the Administrative Agent or any Grantor hereunder shall be effected in the
manner provided for in Section 13.1 of the Credit Agreement; provided
that notices and communications to the Grantors shall be directed to the
Grantors at the address of the Borrower set forth in Section 13.1(b).
18
SECTION
7.3. No Waiver by Course of Conduct, Cumulative
Remedies. Neither the
Administrative Agent nor any Lender shall by any act (except by a written
instrument pursuant to Section 7.1), delay, indulgence, omission or
otherwise be deemed to have waived any right or remedy hereunder or to have
acquiesced in any Default or Event of Default.
No failure to exercise, nor any delay in exercising on the part of the
Administrative Agent or any Lender, any right, power or privilege hereunder
shall operate as a waiver thereof. No
single or partial exercise of any right, power or privilege hereunder shall
preclude any other or further exercise thereof or the exercise of any other
right, power or privilege. A waiver by
the Administrative Agent or any Lender of any right or remedy hereunder on any
one occasion shall not be construed as a bar to any right or remedy which the Administrative
Agent or such Lender would otherwise have on any future occasion. The rights and remedies herein provided are
cumulative, may be exercised singly or concurrently and are not exclusive of
any other rights or remedies provided by law.
This excerpt taken from the TUES 10-K filed Mar 9, 2005.
MISCELLANEOUS
SECTION 7.1. Amendments, Waivers and Consents. None of the
terms, covenants, agreements or conditions of this Agreement may be amended,
supplemented or otherwise modified, nor may they be waived, nor may any consent
be given, except in accordance with Section 13.2 of the Credit Agreement.
SECTION
7.2. Notices. All notices, requests and demands to or upon
the Administrative Agent or any Grantor hereunder shall be effected in the
manner provided for in Section 13.1 of the Credit Agreement; provided
that notices and communications to the Grantors shall be directed to the
Grantors at the address of the Borrower set forth in Section 13.1(b).
18
SECTION
7.3. No Waiver by Course of Conduct, Cumulative
Remedies. Neither the
Administrative Agent nor any Lender shall by any act (except by a written
instrument pursuant to Section 7.1), delay, indulgence, omission or
otherwise be deemed to have waived any right or remedy hereunder or to have
acquiesced in any Default or Event of Default.
No failure to exercise, nor any delay in exercising on the part of the
Administrative Agent or any Lender, any right, power or privilege hereunder
shall operate as a waiver thereof. No
single or partial exercise of any right, power or privilege hereunder shall
preclude any other or further exercise thereof or the exercise of any other
right, power or privilege. A waiver by
the Administrative Agent or any Lender of any right or remedy hereunder on any
one occasion shall not be construed as a bar to any right or remedy which the Administrative
Agent or such Lender would otherwise have on any future occasion. The rights and remedies herein provided are
cumulative, may be exercised singly or concurrently and are not exclusive of
any other rights or remedies provided by law.
