Audiovox 2012 Annual Report Download - page 291

Notwithstanding any of the foregoing to the contrary, the consent of the Borrowers and the other Credit Parties shall not be
required for any amendment, modification or waiver of the provisions of Article VIII (other than the provisions of Section 8.9).
Notwithstanding any of the foregoing to the contrary, the Credit Parties and the Administrative Agent, without the consent of
any Lender, may enter into any amendment, modification or waiver of any Credit Document, or enter into any new agreement or
instrument, to (i) effect the granting, perfection, protection, expansion or enhancement of any security interest in any Collateral or
additional property to become Collateral for the benefit of the Secured Parties, or as required by local law to give effect to, or protect any
security interest for the benefit of the Secured Parties, in any property or so that the security interests therein comply with applicable
law or (ii) correct any obvious error or omission of a technical nature, in each case that is immaterial (as determined by the
Administrative Agent), in any provision of any Credit Document, if the same is not objected to in writing by the Required Lenders
within five (5) Business Days following receipt of notice thereof.
Notwithstanding the fact that the consent of all the Lenders is required in certain circumstances as set forth above, (a) each
Lender is entitled to vote as such Lender sees fit on any bankruptcy reorganization plan that affects the Loans, and each Lender
acknowledges that the provisions of Section 1126(c) of the Bankruptcy Code supersedes the unanimous consent provisions set forth
herein, (b) the Required Lenders may consent to allow a Credit Party to use cash collateral in the context of a bankruptcy or insolvency
proceeding and (c) no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder,
except (i) that the Commitment of such Lender may not be increased or extended without the consent of such Lender and (ii) to the
extent such amendment, waiver or consent impacts such Defaulting Lender more than the other Lenders.
Notwithstanding anything to the contrary herein, this Agreement may be amended (or amended and restated) without the
consent of any Lender (but with the consent of the Company and the Administrative Agent) if, upon giving effect to such amendment
and restatement, such Lender shall no longer be a party to this Agreement (as so amended and restated), the Commitments of such
Lender shall have terminated (but such Lender shall continue to be entitled to the benefits of Sections 2.14, 2.15, 2.16 and 9.5), such
Lender shall have no other commitment or other obligation hereunder and such Lender shall have been paid in full all principal, interest
and other amounts owing to it or accrued for its account under this Agreement.
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(a) Notices Generally. Except in the case of notices and other communications expressly permitted to be given by
telephone (and except as provided in paragraph (b) below), all notices and other communications provided for herein shall be in
writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopier as
follows:
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