OR POWER HEREUNDER OR UNDER
ANY OTHER LOAN DOCUMENT SHALL OPERATE AS A WAIVER THEREOF, NOR SHALL ANY SINGLE
OR PARTIAL EXERCISE OF ANY SUCH RIGHT OR POWER, OR ANY ABANDONMENT OR
DISCONTINUANCE OF STEPS TO ENFORCE SUCH A RIGHT OR POWER, PRECLUDE ANY OTHER OR
FURTHER EXERCISE THEREOF OR THE EXERCISE OF ANY OTHER RIGHT OR POWER.
THE
RIGHTS AND REMEDIES OF THE AGENT, THE ISSUING BANKS AND THE LENDERS HEREUNDER
AND UNDER ANY OTHER LOAN DOCUMENT ARE CUMULATIVE AND ARE NOT EXCLUSIVE OF ANY
RIGHTS OR REMEDIES THAT THEY WOULD OTHERWISE HAVE.
NO WAIVER OF ANY PROVISION
OF ANY LOAN DOCUMENT OR CONSENT TO ANY DEPARTURE BY ANY LOAN PARTY THEREFROM
SHALL IN ANY EVENT BE EFFECTIVE UNLESS THE SAME SHALL BE PERMITTED BY
PARAGRAPH (B) OF THIS SECTION, AND THEN SUCH WAIVER OR CONSENT SHALL BE
EFFECTIVE ONLY IN THE SPECIFIC INSTANCE AND FOR THE PURPOSE FOR WHICH GIVEN.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TO THE EXTENT PERMITTED BY
LAW, THE MAKING OF A LOAN OR ISSUANCE OF A LETTER OF
92
CREDIT SHALL NOT BE CONSTRUED AS A WAIVER OF ANY DEFAULT, REGARDLESS OF WHETHER
THE AGENT, ANY LENDER OR AN ISSUING BANK MAY HAVE HAD NOTICE OR KNOWLEDGE OF
SUCH DEFAULT AT THE TIME.
(B) NEITHER THIS AGREEMENT NOR ANY OTHER LOAN DOCUMENT NOR ANY PROVISION HEREOF
OR THEREOF MAY BE WAIVED, AMENDED OR MODIFIED EXCEPT (I) IN THE CASE OF THIS
AGREEMENT, PURSUANT TO AN AGREEMENT OR AGREEMENTS IN WRITING ENTERED INTO BY THE
BORROWER AND THE REQUIRED LENDERS OR, (II) IN THE CASE OF ANY OTHER LOAN
DOCUMENT (OTHER THAN ANY SUCH AMENDMENT TO EFFECTUATE ANY MODIFICATION THERETO
EXPRESSLY CONTEMPLATED BY THE TERMS OF SUCH OTHER LOAN DOCUMENTS), PURSUANT TO
AN AGREEMENT OR AGREEMENTS IN WRITING ENTERED INTO BY THE AGENT AND THE LOAN
PARTY OR LOAN PARTIES THAT ARE PARTIES THERETO, WITH THE CONSENT OF THE REQUIRED
LENDERS; PROVIDED THAT NO SUCH AGREEMENT SHALL (A) INCREASE THE COMMITMENT OF
ANY LENDER WITHOUT THE WRITTEN CONSENT OF SUCH LENDER; IT BEING UNDERSTOOD THAT
A WAIVER OF ANY CONDITION PRECEDENT SET FORTH IN ARTICLE IV OR THE WAIVER OF ANY
DEFAULT, MANDATORY PREPAYMENT OR MANDATORY REDUCTION OF THE COMMITMENTS, OR THE
MAKING OF ANY PROTECTIVE ADVANCE, SO LONG AS IN COMPLIANCE WITH THE PROVISIONS
OF SECTION 2.04, SHALL NOT CONSTITUTE AN INCREASE OF ANY COMMITMENT OF ANY
LENDER; PROVIDED THAT ANY CHANGE TO THE SECOND PROVISO TO THE SECOND SENTENCE OF
SECTION 2.04(A) SHALL REQUIRE THE WRITTEN CONSENT OF EACH LENDER, (B) REDUCE OR
FORGIVE THE PRINCIPAL AMOUNT OF ANY LOAN OR LC DISBURSEMENT OR REDUCE THE RATE
OF INTEREST THEREON, OR REDUCE OR FORGIVE ANY INTEREST OR FEES PAYABLE
HEREUNDER, WITHOUT THE WRITTEN CONSENT OF EACH LENDER DIRECTLY AFFECTED THEREBY,
(C) POSTPONE ANY SCHEDULED DATE OF PAYMENT OF THE PRINCIPAL AMOUNT OF ANY LOAN
OR LC DISBURSEMENT, OR ANY DATE FOR THE PAYMENT OF ANY INTEREST, FEES OR OTHER
OBLIGATIONS PAYABLE HEREUNDER, OR REDUCE THE AMOUNT OF, WAIVE OR EXCUSE