Amendments and Consent Sample Clauses

Amendments and Consent. 2.1 A new definition of “ADS” shall be added to clause 1.1 of the Note Instrument as of the Effective Date, and read as follows:

Amendments and Consent. (a) On the terms and subject to the satisfaction (or waiver) of the conditions set forth in Section 5 hereof, the Existing Credit Agreement is, effective as of the Amendment No. 8 Effective Date, hereby amended to delete the stricken text (indicated textually in the same manner as the following sample: stricken text) and to add the underlined text (indicated textually in the same manner as the following example: double underlined text), in each case, as set forth in the Amended Credit Agreement attached as Annex A hereto (it being understood that the Tranche A Refinancing Amendments and SISO Refinancing Amendments shall be effectuated substantially concurrently in the following order: first, the Tranche A Refinancing Amendments, and second, the SISO Refinancing Amendments). US-DOCS\123669492.4 (b) Schedule 2.1 to the Existing Credit Agreement is, effective as of the Amendment No. 8 Effective Date, hereby amended and restated in its entirety to read as set forth in Annex B hereto. (c) The Exhibits to the Existing Credit Agreement are, effective as of the Amendment No. 8 Effective Date, hereby amended and restated to change all references to the Resigning Administrative Agent and Resigning Collateral Agent to the Successor Administrative Agent and Successor Collateral Agent, respectively. (d) Schedule 4.14 to the Existing Credit Agreement is, effective as of the Amendment No. 8 Effective Date, hereby amended and restated in its entirety to read as set forth in Annex D hereto. (e) The Guarantee and Collateral Agreement is, effective as of the Amendment No. 8 Effective Date, hereby amended to delete the stricken text (indicated textually in the same manner as the following sample: stricken text) and to add the underlined text (indicated textually in the same manner as the following example: double underlined text), in each case, as set forth in the changed pages to the amended Guarantee and Collateral Agreement attached as Annex E hereto. (f) The Canadian Collateral Agreement is, effective as of the Amendment No. 8 Effective Date, hereby amended to delete the stricken text (indicated textually in the same manner as the following sample: stricken text) and to add the underlined text (indicated textually in the same manner as the following example: double underlined text), in each case, as set forth in the changed pages to the amended Canadian Collateral Agreement attached as Annex F hereto.

Amendments and Consent. On the Effective Date, and notwithstanding anything to the contrary contained in the Credit Agreement or the other Loan Documents (including, without limitation, Section 2.5 of the Credit Agreement), (i) the aggregate Revolving Credit Commitments of L▇▇▇▇▇ Commercial Paper, Inc. (“L▇▇▇▇▇”) shall be permanently and irrevocably reduced to zero ($0.00), (ii) after giving effect to such termination, the aggregate Revolving Credit Commitments shall be $950,000,000, and (iii) the Revolving Credit Sublimits of each of the Parent Borrower, Texas Gas, and Gulf South shall be reduced to $522,500,000, $190,000,000 and $237,500,000, respectively. Concurrently with any subsequent payment of any Facility Fee to the Lenders pursuant to Section 2.11(a) of the Credit Agreement or any Letter of Credit fee to the Lenders pursuant to Section 2.11(c)(ii) of the Credit Agreement, in each case, with respect to any period before the Effective Date, the Borrower shall pay to L▇▇▇▇▇ its ratable share (based on its Revolving Credit Commitment immediately prior to the Effective Date) of such Facility Fee or Letter of Credit fee, as applicable. From and after the Effective Date, (i) L▇▇▇▇▇ shall have no further obligation to fund any amount or extend any credit under the Loan Documents and (ii) except as specified in the prior sentence, L▇▇▇▇▇ shall, for all purposes, be deemed to no longer be a Lender or a party to, or beneficiary of, the Credit Agreement or Loan Documents.

Amendments and Consent. Subject to the satisfaction in full, on or prior to the Agreement Effective Date (as defined in Section 3 below), of the conditions precedent set forth in Section 2 below, the Lender hereby consents as follows: (i) that, unless and until an Event of Default occurs, during the period from the date hereof to the earlier of (x) July 31, 2002 and (y) the closing of the transactions contemplated by the Master Agreement dated March 25, 2002 between ALSTOM Transportation Inc. and AAI Corporation (the "Closing"), the first sentence of Section 1.1.1 of the Credit Agreement shall be amended by deleting therefrom the reference to the figures "10,000,000" and substituting therefor the figures "12,000,000". (ii) that, unless and until an Event of Default occurs, during the period from the date hereof to July 31, 2002, the third sentence of Section 1.1.1 of the Credit Agreement shall be amended by deleting therefrom the reference to the figures "25,000,000" and substituting therefor the figures "32,000,000"; provided, that the foregoing reference to July 31, 2002 shall be changed to September 30, 2002 if the Closing occurs on or before July 31, 2002.

Amendments and Consent. 2.1 Consent to Redemption/Purchase of 11-7/8% Senior Subordinated Notes. (a) Notwithstanding anything to the contrary contained in the Loan Documents, the Lenders consent to the redemption (in one or more transactions) by the Borrower of up to $150,000,000 principal amount of the 11-7/8% Senior Subordinated Notes due 2008 issued pursuant to the 11-7/8% Senior Subordinated Indenture (plus accrued interest and premium) as long as (i) such redemption occurs on or after November 1, 2003, and (ii) no Default or Event of Default shall have occurred or be in effect immediately before or immediately after giving effect to such redemption (such redemption, the "2003 11-7/8% Senior Subordinated Notes Redemption"). (b) The Lenders hereby agree that any outstanding balance of the 11-7/8% Senior Subordinated Notes remaining after giving effect to the redemptions permitted in the preceding paragraph (a) (together with related interest and premium) may be redeemed, paid or purchased by the Borrower if (i) the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect on a Pro Forma Basis to such redemption, payment or purchase, the Senior Leverage Ratio would be 2.75 to 1.00 or less and the Borrower would be in compliance on a Pro Forma Basis with the other financial covenants in Section 7.10 of the Credit Agreement, and (ii) no Default or Event of Default shall have occurred or be in effect immediately before or immediately after giving effect to such redemption, payment or purchase.

Amendments and Consent. 1. The following definition contained in Section 1.1 of the Credit Agreement is amended in its entirety to read as follows:

Amendments and Consent. Effective as of the Third Amendment Effective Date, the following amendments are made to the Credit Agreement:

Amendments and Consent. Section 7.01 of the Credit Agreement is hereby amended by deleting clause (c) thereof and inserting the following clause (c) in lieu thereof:

Amendments and Consent. (a) The definition of Indenture in Section 1.1 of the Agreement is amended in its entirety to read as follows: