Common use of Entire Agreement; Amendments, Etc Clause in Contracts

Entire Agreement; Amendments, Etc. This Agreement and any agreement, document or instrument attached hereto or referred to herein integrate all terms and conditions mentioned herein or incidental hereto and supersede all oral negotiations and prior writings with respect to the subject matter hereof. In the event of any conflict between the terms, conditions and provisions of this Agreement and any terms, conditions and provisions of any such agreement, document or instrument, the terms, conditions and provisions of this Agreement shall prevail. No amendment or waiver of any provision of this Agreement and no consent to any departure by any party therefrom shall in any event be effective as to the Lenders under a Credit Agreement unless the same shall be in writing and signed by SEI and the Agent with the consent of the Required Lenders under such Credit Agreement, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no amendment, waiver or consent shall, unless in writing and signed by the Agent with the consent of all of the Lenders under a Credit Agreement (a) reduce or limit the obligations of SEI hereunder, release SEI hereunder or otherwise limit SEI's liability with respect to the Guaranteed Obligations, in each case as to or arising under such Credit Agreement, (b) postpone any date fixed for payment hereunder in respect of Guaranteed Obligations arising under such Credit Agreement or (c) change the number of Lenders under such Credit Agreement or the percentage of the Commitments under such Credit Agreement that, in each case, shall be required for the such Lenders or any of them to take any action hereunder.