Common use of Amendment; Waiver; Termination Clause in Contracts

Amendment; Waiver; Termination. Any term of this Agreement may be amended or modified, and the observance of any term may be waived, only by an instrument in writing signed by Getty Images and Stockholders in each of the Getty Group and the Torrance Group holding Shares representing a majority of the Shares then held by Stockholders in such Group; provided, however, that no modification to Sections 2.01 or 4.09 may be made without the consent of the party affected thereby. Waiver of any term or condition of this Agreement shall only be effective if it is in writing and shall not be construed as a waiver of any subsequent breach or waiver of the same term or condition, or a waiver of any other term or condition of this Agreement. Each Stockholder shall be bound by any amendment or waiver authorized by this Section 4.09, whether or not such Stockholder shall have consented thereto. No failure or delay by any party in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by law. This Agreement may be terminated upon the unanimous written consent of the Stockholders.

Amendment; Waiver; Termination. Any term of this This Agreement may not be amended or modified, and the observance of any term may be waived, only except by an instrument in writing signed by Getty Images and Stockholders in on behalf of each of the Getty Group and parties hereto. At any time prior to the Torrance Group holding Shares representing a majority Closing, the parties may: (i) extend the time for the performance of any of the Shares then held by Stockholders obligations or other acts of the other parties hereto; (ii) waive any inaccuracies in the representations and warranties of the other parties contained herein or in any document, certificate or writing delivered pursuant hereto; or (iii) waive compliance with any of the agreements or conditions of the other parties hereto contained herein. Any agreement on the part of any party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. Any such waiver shall constitute a waiver only with respect to the specific matter described in such Group; provided, however, that writing and shall in no modification to Sections 2.01 or 4.09 may be made without way impair the consent rights of the party affected therebygranting such waiver in any other respect or at any other time. Waiver Neither the waiver by any of the parties hereto of a breach of or a default under any term of the provisions of this Agreement, nor the failure by either of the parties, on one or condition more occasions, to enforce any of the provisions of this Agreement or to exercise any right or privilege hereunder, shall only be effective if it is in writing and shall not be construed as a waiver of any subsequent other breach or waiver default of the same term or conditiona similar nature, or as a waiver of any other term of such provisions, rights or condition of this Agreement. Each Stockholder shall be bound by any amendment or waiver authorized by this Section 4.09, whether or not such Stockholder shall have consented thereto. No failure or delay by any party in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilegeprivileges hereunder. The rights and remedies herein provided shall be are cumulative and not none is exclusive of any other, or of any rights or remedies provided by law. This Agreement that any party may be terminated upon the unanimous written consent of the Stockholdersotherwise have at law or in equity.