Common use of Certain Amendments Clause in Contracts

Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of its certificate or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or the terms of any class or series of its Capital Stock (including Preferred Stock). The Borrower will give no less than five (5) Business Days' prior written notice to the Agent of any proposed amendment, modification or waiver of or with respect to any document or agreement referenced in this SECTION 8.10.

Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, the effect of which would be (a) to increase the principal amount due thereunder or provide for any mandatory prepayments not already provided for by the terms thereof, (b) to shorten or accelerate the time of payment of any amount due thereunder (to the extent such modification would cause any such Subordinated Indebtedness to become due within one year after the due date for repayment of any of the Obligations), (c) to increase the applicable interest rate (to the extent payable in cash) or amount of any fees or costs due thereunder, (d) to amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, (f) to grant any security or collateral to secure payment thereof, or (g) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, in the reasonable determination of the Administrative Agent, would be adverse in any material respect to the rights or interests of the Lenders, (ii) breach or otherwise violate any of the subordination provisions applicable theretoto any Subordinated Indebtedness, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering)thereon, or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, partnership agreement, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock other than in a manner that could not reasonably be expected to adversely affect the Lenders in any material respect (including Preferred Stock). The provided that the Borrower will shall give no less than five (5) Business Days' prior written the Administrative Agent and the Lenders notice to the Agent of any proposed such amendment, modification or waiver of or change that is material, together with respect to any document or agreement referenced in this SECTION 8.10copies thereof).

Certain Amendments. The Borrower will notNeither this Credit Facility Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrower and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waive, or permit extend the amendment, modification or waiver of, any provision time of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against a scheduled payment of principal and or interest thereon (other than amendmentsor fees on the Facility, modifications or waivers that do not affect payments, prepayments, subordination, reduce the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment principal amount of the Required Lenders)Facility or any fees hereunder, (ii) amendincrease or decrease the Commitment of any Lender or subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default, modify or waiveother than a payment default, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 15.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 15.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrower of any class or series of their rights and obligations under this Credit Facility Agreement, (vi) accept payment for the obligations of the Security Parties under this Credit Facility Agreement in any currency other than Dollars, (vii) waive the requirements regarding the delivery of audited financial statements under Section 9.1(d), (viii) release any Security Party from any of its Capital Stock obligations under any Security Document except as expressly provided herein or in such Security Document or (including Preferred Stock). The Borrower will give no less than five (5vii) Business Days' prior written notice amend any provision relating to the Agent maintenance of collateral under Section 9.4; provided, further, that approval by all Lenders shall be required for any proposed amendment, modification amendment or waiver of or waivers with respect to Section 5.3 of this Credit Facility Agreement. All amendments approved by the Majority Lenders under this Section 15.8 must be in writing and signed by the Borrower, each of the Lenders comprising the Majority Lenders and, if applicable, each Lender affected thereby and any document such amendment shall be binding on all the Lenders; provided, however, that any amendments or agreement referenced waivers with respect to Section 5.3 of this Credit Facility Agreement must be in this SECTION 8.10writing and signed by the Borrower and all of the Lenders.

Certain Amendments. The Borrower will notNeither this Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrower and the Majority Banks, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Bank affected thereby, (i) amend, modify reduce the interest rate or waive, or permit extend the amendment, modification or waiver of, any provision time of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and or interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, fees on the definition of senior indebtedness, information, affirmative Reimbursement Obligations or negative covenants, defaults or other provisions that would be expected to affect the Lenders adverselyLoan, as determined in the reasonable judgment case may be, or reduce the principal amount of the Required Lenders)Reimbursement Obligations or the Loan, as the case may be, or any fees hereunder, (ii) amendincrease or decrease the Commitment of any Bank or subject any Bank to any additional obligation (it being understood that a waiver of any Event of Default or any mandatory repayment of the Reimbursement Obligations or Loan, modify or waiveas the case may be, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Bank), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 16.8, (iv) amend the definition of Majority Banks, (v) consent to the assignment or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrower of any class or series of its Capital Stock rights and obligations under this Agreement, (including Preferred Stock). The Borrower will give no less than five vi) release any Security Party from any of its obligations under any Security Document except as expressly provided herein or in such Security Document or (5vii) Business Days' prior written notice amend any provision relating to the maintenance of collateral under Section 10.5. All amendments approved by the Majority Banks under this Section 16.8 must be in writing and signed by the Borrower and each of the Banks. In the event that any Bank is unable to or refuses to sign an amendment approved by the Majority Banks hereunder, such Bank hereby appoints the Administrative Agent as its Attorney-In-Fact for the purposes of signing such amendment. No provision of this Section 16 or any proposed amendment, modification or waiver other provisions relating to the Agents may be modified without the consent of or with respect to any document or agreement referenced in this SECTION 8.10each Agent.

Certain Amendments. The Borrower Each of the Parent and the Borrowers will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, the effect of which would be (a) to increase the principal amount due thereunder or provide for any mandatory prepayments not already provided for by the terms thereof, (b) to shorten or accelerate the time of payment of any amount due thereunder, (c) to increase the applicable interest rate or amount of any fees or costs due thereunder, (d) to amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, (f) to grant any security or collateral to secure payment thereof, or (g) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, in the reasonable determination of the Administrative Agent, would be adverse in any material respect to the rights or interests of the Lenders, (ii) breach or otherwise violate any of the subordination provisions applicable theretoto any Subordinated Indebtedness, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering)thereon, or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock Stock, other than in a manner that could not reasonably be expected to adversely affect the Lenders in any material respect (including Preferred Stock). The Borrower will provided that the Company shall give no less than five (5) Business Days' prior written the Administrative Agent and the Lenders notice to the Agent of any proposed such amendment, modification or waiver of or change, together with respect to any document or agreement referenced in this SECTION 8.10certified copies thereof).

Certain Amendments. The Each of the Parent and the Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any of the Senior Subordinated Notes, the Senior Subordinated Note Indenture or any other Subordinated Indebtedness, the effect of which would be (a) to increase the principal amount due thereunder or provide for any mandatory prepayments not already provided for by the terms thereof, (b) to shorten or accelerate the time of payment of any amount due thereunder, (c) to increase the applicable interest rate or amount of any fees or costs due thereunder, (d) to amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, (f) to grant any security or collateral to secure payment thereof, or (g) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, in the reasonable determination of the Administrative Agent, would be adverse in any material respect to the rights or interests of the Lenders, (ii) breach or otherwise violate any of the subordination provisions applicable theretoto the Senior Subordinated Notes or any other Subordinated Indebtedness, including, without limitation, restrictions against payment of principal and interest thereon thereon, (iii) designate any Indebtedness other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect Obligations as “Designated Senior Indebtedness” within the Lenders adversely, as determined in the reasonable judgment meaning of the Required Lenders)Senior Subordinated Note Indenture, or (iiiv) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock Stock, other than in a manner that could not reasonably be expected to adversely affect the Lenders in any material respect (including Preferred Stock). The provided that the Borrower will shall give no less than five (5) Business Days' prior written the Administrative Agent and the Lenders notice to the Agent of any proposed such amendment, modification or waiver of or change, together with respect to any document or agreement referenced in this SECTION 8.10certified copies thereof).

Certain Amendments. The Borrower will notNeither this Credit Facility Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrowers and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waive, or permit extend the amendment, modification or waiver of, any provision time of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against a scheduled payment of principal and or interest thereon (other than amendmentsor fees on the Facility, modifications or waivers that do not affect payments, prepayments, subordination, reduce the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment principal amount of the Required Lenders)Facility or any fees hereunder, (ii) amendincrease or decrease the Commitment of any Lender or subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default, modify or waiveother than a payment default, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 15.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 15.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrowers of any class or series of their rights and obligations under this Credit Facility Agreement, (vi) accept payment for the obligations of the Security Parties under this Credit Facility Agreement in any currency other than Dollars, (vii) waive the requirements regarding the delivery of audited financial statements under Section 9.1(d), (viii) release any Security Party from any of its Capital Stock obligations under any Security Document except as expressly provided herein or in such Security Document or (including Preferred Stock). The Borrower will give no less than five (5vii) Business Days' prior written notice amend any provision relating to the Agent maintenance of collateral under Section 9.4; provided, further, that approval by all Lenders shall be required for any proposed amendment, modification amendment or waiver of or waivers with respect to Section 5.3 of this Credit Facility Agreement. All amendments approved by the Majority Lenders under this Section 15.8 must be in writing and signed by the Borrowers, each of the Lenders comprising the Majority Lenders and, if applicable, each Lender affected thereby and any document such amendment shall be binding on all the Lenders; provided, however, that any amendments or agreement referenced waivers with respect to Section 5.3 of this Credit Facility Agreement must be in this SECTION 8.10writing and signed by the Borrowers and all of the Lenders.

Certain Amendments. The Borrower will notNeither this Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrowers and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waiveextend the time of payment of scheduled principal payments or interest or fees on the Facility, or permit reduce the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any principal amount of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications Facility or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders)any fees hereunder, (ii) amend, modify increase or waive, decrease the Commitment of any Lender or permit subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default or any mandatory repayment of the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 16.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 16.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrowers of any class or series of its Capital Stock rights and obligations under this Agreement, (including Preferred Stock)vi) release any Security Party from any of its obligations under any Security Document except as expressly provided herein or in such Security Document, (vii) amend any provision relating to the maintenance of collateral under Section 9.3 or (viii) amend the definition of Available Amount. The Borrower will give no less than five (5) Business Days' prior written notice All amendments approved by the Majority Lenders under this Section 16.8 must be in writing and signed by each of the Borrowers and each of the Lenders. In the event that any Lender is unable to or refuses to sign an amendment approved by the Majority Lenders hereunder, such Lender hereby appoints the Agent as its Attorney-In-Fact for the purposes of signing such amendment. No provision of this Section 16 or any other provisions relating to the Agent may be modified without the consent of any proposed amendment, modification or waiver of or with respect to any document or agreement referenced in this SECTION 8.10the Agent.

Certain Amendments. The No Transaction Document and no term of any Transaction Document may be amended unless such amendment is approved by the Borrower will notand the Majority Lenders, and will not permit or cause any of its Subsidiaries toprovided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waiveextend the time of payment of scheduled principal payments or interest or fees on the Facility, or permit reduce the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any principal amount of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications Facility or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders)any fees hereunder, (ii) amend, modify increase or waive, decrease the Commitment of any Lender or permit the amendment, modification subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 14.8, (iv) amend the definition of Majority Lenders, (v) consent to the assignment or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrower of any class or series of its Capital Stock rights and obligations under this Agreement, (including Preferred Stock). The Borrower will give no less than five vi) release any Security Party from any of its obligations under any Transaction Document except as expressly provided in this Agreement or in such Transaction Document or (5vii) Business Days' prior written notice amend any provision relating to the maintenance of collateral under Section 9.4. All amendments approved by the Majority Lenders under this Section 14.8 must be in writing and signed by the Borrower and each of the Lenders. A change in classification societies from the Classification Society to another member of the International Association of Classification Societies must be approved by the Majority Lenders. In the event that any Lender is unable to or refuses to sign an amendment approved by the Majority Lenders hereunder, such Lender hereby appoints the Administrative Agent as its Attorney-in-Fact for the purposes of signing such amendment. No provision of this Section 14 or any proposed amendment, modification or waiver other provisions relating to the Administrative Agent may be modified without the consent of or with respect to any document or agreement referenced in this SECTION 8.10the Administrative Agent.

Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of any provision of any agreement or instrument evidencing or governing any Senior Notes, or (ii) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any agreement or instrument evidencing or governing any Subordinated Indebtedness (including the Existing Subordinated Indebtedness), the effect of which would be to (a) increase the principal amount due thereunder, (b) shorten or accelerate the time of payment of any amount due thereunder, (c) increase the applicable interest rate or amount of any fees or costs due thereunder, (d) amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) make any covenant therein more restrictive or add any new covenant, or (f) otherwise materially and adversely affect the Lenders, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendmentsthereon, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement incorporation or bylaws, as applicable, or the terms of any class or series of its Capital Stock Stock, other than in a manner that could not reasonably be expected to adversely affect the Lenders, or (including Preferred Stock). The Borrower will give no less than five (5iv) Business Days' prior written notice to the Agent amend, modify or change any provision of any proposed amendment, modification or waiver of or with respect Permitted LMA Agreement other than in a manner that could not reasonably be expected to any document or agreement referenced in this SECTION 8.10adversely affect the Lenders.

Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any agreement or instrument evidencing or governing any Subordinated Indebtedness, the effect of which would be to (a) increase the principal amount due thereunder, (b) shorten or accelerate the time of payment of any amount due thereunder or change the maturity thereof, (c) increase the applicable interest rate or amount of any fees or costs due thereunder, (d) amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) make any covenant therein more restrictive or add any new covenant or (f) otherwise materially and adversely affect the Lenders, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendmentsthereon, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement incorporation or bylaws, as applicable, or the terms of any class or series of its Capital Stock Stock, other than in a manner that could not reasonably be expected to adversely affect the Lenders, or (including Preferred Stock). The Borrower will give no less than five (5iii) Business Days' without the prior written notice to consent of all of the Agent Lenders, (x) amend, modify or waive any provision in Article 9 of the Junior Note Indenture or (y) amend, modify or waive any proposed amendment, modification or waiver other provision of or with respect to any document or agreement referenced the Junior Note Indenture in this SECTION 8.10a manner that would adversely affect the rights of the Lenders under Article 9 thereof.

Certain Amendments. The Borrower will notSubject to this Section 14.8 (and except as provided in Section 14.7(f)), this Agreement and the other Loan Documents, and will the terms of this Agreement and the other Loan Documents, may not permit or cause any of its Subsidiaries tobe amended unless such amendment is approved by the Borrower and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waiveextend the time of payment of scheduled principal payments or interest or fees on the Loan, or permit reduce the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any principal amount of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications Loan or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders)any fees hereunder, (ii) amend, modify increase or waive, decrease the Commitment of any Lender or permit the amendment, modification subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Loan shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of this Section 14.8, (iv) amend the definition of Majority Lenders, Majority Tranche A Lenders or Majority Tranche B Lenders, (v) consent to the assignment or transfer by the Borrower of any of its certificate rights and obligations under this Agreement, (vi) release the Borrower from any of its obligations under this Agreement and the other Loan Documents except as expressly provided in this Agreement or articles the other Loan Documents, (vii) release a Guarantor from any of incorporationits obligations under this Agreement or the Guaranty to which it is a party except as expressly provided in this Agreement or the relevant Guaranty, certificate (viii) amend, modify or waive any of partnership, certificate the Events of Default or articles of organization, operating agreement, partnership agreement or bylaws, as applicableany mandatory prepayment pursuant to Section 5.4, or (ix) permit the terms Secured Obligations to be subordinated to any other Financial Indebtedness for borrowed money of a Loan Party or Credit Support Party. All amendments approved by the Majority Lenders under this Section 14.8 must be in writing and signed by the Borrower and each of the Majority Lenders. No provision of this Section 14 or any class or series of its Capital Stock (including Preferred Stock). The Borrower will give no less than five (5) Business Days' prior written notice other provisions relating to the Facility Agent may be modified without the consent of the Facility Agent. For the avoidance of doubt, any proposed amendment, modification consents or waiver which amends, waives or otherwise modifies any term or provision that directly affects the rights or duties of the Tranche A Lenders or the Tranche B Lenders, respectively, and does not directly affect the rights or duties of the other Lenders, in each case, shall be permitted with respect to any document the consent of the Majority Tranche A Lenders or agreement referenced the Majority Tranche B Lenders, in this SECTION 8.10lieu of the written consent of the Majority Lenders.

Certain Amendments. The Each of Parent and the Borrower will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any of the Subordinated Notes, the Subordinated Loan Agreement or any other Subordinated Indebtedness, the effect of which would be (a) to increase the principal amount due thereunder or provide for any mandatory prepayments not already provided for by the terms thereof, (b) to shorten or accelerate the time of payment of any amount due thereunder (to the extent such modification would cause any such Subordinated Indebtedness to become due within one year after the due date for repayment of any of the Obligations), (c) to increase the applicable interest rate (to the extent payable in cash) or amount of any fees or costs due thereunder, (d) to amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, (f) to grant any security or collateral to secure payment thereof, or (g) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, in the reasonable determination of the Administrative Agent, would be adverse in any material respect to the rights or interests of the Lenders, (ii) breach or otherwise violate any of the subordination provisions applicable theretoto the Subordinated Notes or any other Subordinated Indebtedness, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering)thereon, or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, partnership agreement, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock or the Stockholders Agreement dated as of October 18, 2000 among the Borrower, Parent and the stockholders named therein, as amended (including Preferred StockSection 6 thereof). The , other than in a manner that could not reasonably be expected to adversely affect the Lenders in any material respect (provided that the Borrower will shall give no less than five (5) Business Days' prior written the Administrative Agent and the Lenders notice to the Agent of any proposed such amendment, modification or waiver of or change that is material, together with respect to any document or agreement referenced in this SECTION 8.10copies thereof).

Certain Amendments. The Borrower will notNeither this Loan Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrower and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waive, or permit extend the amendment, modification or waiver of, any provision time of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against a scheduled payment of principal and or interest thereon (other than amendmentsor fees on the Loan, modifications or waivers that do not affect payments, prepayments, subordination, reduce the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment principal amount of the Required Lenders)Loan or any fees hereunder, (ii) amendincrease or decrease the Commitment of any Lender or subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default, modify or waiveother than a payment default, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Loan shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 15.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 15.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrower of any class or series of its Capital Stock rights and obligations under this Loan Agreement, (including Preferred Stock). The Borrower will give no less than five vi) release any Security Party from any of its obligations under any Security Document except as expressly provided herein or in such Security Document or (5vii) Business Days' prior written notice amend any provision relating to the Agent maintenance of collateral under Section 9.4; provided, further, that approval by all Lenders shall be required for any proposed amendment, modification amendment or waiver of or waivers with respect to Section 5.3 of this Loan Agreement. All amendments approved by the Majority Lenders under this Section 15.8 must be in writing and signed by the Borrower and consented to and acknowledged by the Guarantor, each of the Lenders comprising the Majority Lenders and, if applicable, each Lender affected thereby and any document such amendment shall be binding on all the Lenders; provided, however, that any amendments or agreement referenced waivers with respect to Section 5.3 of this Loan Agreement must be in this SECTION 8.10writing and signed by the Security Parties and all of the Lenders.

Certain Amendments. The Borrower will notNeither this Agreement, and will not permit or cause the Note nor any of its Subsidiaries tothe Security Documents nor any terms hereof or thereof may be amended unless such amendment is approved by the Borrower and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waiveextend the time of payment of scheduled principal payments or interest or fees on the Facility, or permit reduce the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any principal amount of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications Facility or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders)any fees hereunder, (ii) amend, modify increase or waive, decrease the Commitment of any Lender or permit the amendment, modification subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 16.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 16.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrower of any class or series of its Capital Stock rights and obligations under this Agreement, (including Preferred Stock)vi) release any Security Party from any of its obligations under any Security Document except as expressly provided herein or in such Security Document, (vii) amend any provision relating to the maintenance of collateral under Section 9.3 or (viii) amend the definition of Available Amount. The All amendments approved by the Majority Lenders under this Section 16.8 must be in writing and signed by the Borrower will give no less than five (5) Business Days' prior written notice and each of the Lenders. In the event that any Lender is unable to or refuses to sign an amendment approved by the Majority Lenders hereunder, such Lender hereby appoints the Agent as its Attorney-In-Fact for the purposes of signing such amendment. No provision of this Section 16 or any other provisions relating to the Agent may be modified without the consent of any proposed amendment, modification or waiver of or with respect to any document or agreement referenced in this SECTION 8.10the Agent.

Certain Amendments. The Borrower Matria will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any agreement or instrument evidencing or governing any Subordinated Indebtedness, the effect of which would be to (a) increase the principal amount due thereunder, (b) shorten or accelerate the time of payment of any amount due thereunder, (c) increase the applicable interest rate or amount of any fees or costs due thereunder, (d) amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) make any covenant therein more restrictive or add any new covenant, or (f) otherwise materially and adversely affect the Lenders, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders)thereon, (ii) if any Default or Event of Default has occurred and is continuing or would result therefrom, amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase AgreementSenior Notes or the Senior Note Indenture, the Series G Preferred Stock Purchase Agreementeffect of which would be to (a) increase the principal amount due thereunder, (b) shorten or accelerate the Stockholders Agreementtime of payment of any amount due thereunder, (c) increase the Warrantsapplicable interest rate or amount of any fees or costs due thereunder, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement (d) make any covenant therein more restrictive or add any other agreement entered into by it with respect to its Capital Stocknew covenant, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for e) otherwise materially and adversely affect the consummation of a Qualified Public Offering)Lenders, or (iii) amend, modify modify, restate or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement incorporation or bylaws, as applicable, or the terms of any class or series of its Capital Stock (including Preferred Stock). The Borrower will give no less or the Gainxx Xxxurities Purchase Agreement, other than five (5) Business Days' prior written notice in a manner that could not reasonably be expected to adversely affect the Agent of any proposed amendment, modification or waiver of or with respect to any document or agreement referenced in this SECTION 8.10Lenders.

Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries the Subsidiary Guarantors to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, waive (i) any provision of any Subordinated IndebtednessExisting Note or the Convertible Note or any private placement memorandum relating thereto, the effect of which would be (A) to increase the principal amount due thereunder or breach provide for any mandatory prepayments not already provided for by the terms thereof, (B) to increase the applicable interest rate or otherwise violate amount of any fees or costs due thereunder, (C) to amend any of the subordination provisions applicable thereunder (including any of the definitions relating thereto), including(D) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, without limitation(E) to grant any security or collateral to secure payment thereof or (F) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment determination of the Required Lenders)Lender, would be adverse in any material respect to the rights or interests of the Lender, (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock, or any agreement among the holders of its Capital Stock or any of them, in each case other than in a manner that could not reasonably be expected to adversely affect the Lender in any material respect (including Preferred Stock). The provided that the Borrower will shall give no less than five (5) Business Days' prior written the Lender notice to the Agent of any proposed such amendment, modification or waiver change, together with certified copies thereof), or (iii) any provision or term of, or the amount of the fees or compensation with respect to to, any document Physician Practice Management Agreement, Intercompany Loan Agreement, Physician Shareholder Agreement or agreement referenced in this SECTION 8.10Executive Employment Agreement without the Lender’s written consent.

Certain Amendments. The Borrower Each of the Parent and the Borrowers will not, and will not permit or cause any of its Subsidiaries to, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, the effect of which would be (a) to increase the principal amount due thereunder or provide for any mandatory prepayments not already provided for by the terms thereof, (b) to shorten or accelerate the time of payment of any amount due thereunder, (c) to increase the applicable interest rate or amount of any fees or costs due thereunder, (d) to amend any of the subordination provisions thereunder (including any of the definitions relating thereto), (e) to make any covenant or event of default therein more restrictive or add any new covenant or event of default, (f) to grant any security or collateral to secure payment thereof, or (g) to effect any change in the rights or obligations of the Credit Parties thereunder or of the holders thereof that, in the reasonable determination of the Administrative Agent, would be adverse in any material respect to the rights or interests of the Lenders, (ii) breach or otherwise violate any of the subordination provisions applicable theretoto any Subordinated Indebtedness, including, without limitation, restrictions against payment of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordination, the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment of the Required Lenders), (ii) amend, modify or waive, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering)thereon, or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), change any provision of its certificate articles or articles of incorporation, certificate of partnershipincorporation or formation, certificate or articles of organizationbylaws, operating agreement, partnership agreement or bylawsother applicable formation or organizational documents, as applicable, or the terms of any class or series of its Capital Stock, the Aircast Asset Purchase Agreement or the Aircast Stock (including Preferred Stock). The Borrower will give no less Purchase Agreement, other than five (5) Business Days' prior written notice in a manner that could not reasonably be expected to materially increase the Agent obligations of any proposed Credit Party thereunder or to adversely affect the Lenders in any material respect (provided that the Company shall give the Administrative Agent and the Lenders notice of any such amendment, modification or waiver of or change, together with respect to any document or agreement referenced in this SECTION 8.10certified copies thereof).

Certain Amendments. The (a) Borrower will shall not, and will at any time after FNT becomes obligated on the Public Debentures shall not permit or cause any of its Subsidiaries FNT to, without agree to any amendment to the prior written consent terms and conditions of any Public Debenture or the underlying indenture related thereto that restricts, prohibits or would adversely affect FNT's ability to pay dividends to Borrower or would otherwise adversely affect Borrower's ability to pay and perform the Obligations in any material respect, including any amendment that would (a) increase the interest rate on such Public Debenture, (b) change the dates upon which payments of principal or interest are due on such Public Debenture other than to extend such dates, (c) change any default or event of default or financial covenant other than to delete or make less restrictive any default or financial covenant provision therein, or add any financial covenant with respect to such Public Debenture, (d) change the redemption, prepayment, defeasance or repurchase provisions of such Public Debenture other than to extend the dates therefor or to reduce the premiums (if any) payable in connection therewith, or (e) grant any security, collateral or guaranty to secure payment of such Public Debenture, unless, to the extent such grant is made by the Borrower, the Administrative Agent, for the benefit of the Required Lenders (not Banks, is granted, on a pari-passu basis, the identical security, collateral or guaranty to be unreasonably withheld or delayed), (i) amend, modify or waive, or permit the amendment, modification or waiver of, any provision of any Subordinated Indebtedness, or breach or otherwise violate any secure payment of the subordination provisions applicable theretoObligations, including, including without limitation, restrictions against payment in connection with or at any time after completion of principal and interest thereon (other than amendments, modifications or waivers that do not affect payments, prepayments, subordinationthe Restructuring, the definition conferring of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected rights to affect the Lenders adversely, as determined in the reasonable judgment obtain a Lien on any assets of the Required Lenders)Borrower, (ii) amend, modify or waive, or permit including any Equity Interests of FNT owned by the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), any provision of its certificate or articles of incorporation, certificate of partnership, certificate or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or the terms of any class or series of its Capital Stock (including Preferred Stock). The Borrower will give no less than five (5) Business Days' prior written notice to the Agent of any proposed amendment, modification or waiver of or with respect to any document or agreement referenced in this SECTION 8.10Borrower.

Certain Amendments. The Borrower will notNeither this Credit Facility Agreement, the Consent and will not permit Agreement, the Note, nor any Security Document nor any terms hereof or cause any of its Subsidiaries tothereof may be amended unless such amendment is approved by the Borrowers and the Majority Lenders, provided that no such amendment shall, without the prior written consent of the Required Lenders (not to be unreasonably withheld or delayed)each Lender affected thereby, (i) amend, modify reduce the interest rate or waive, or permit extend the amendment, modification or waiver of, any provision time of any Subordinated Indebtedness, or breach or otherwise violate any of the subordination provisions applicable thereto, including, without limitation, restrictions against a scheduled payment of principal and or interest thereon (other than amendmentsor fees on the Facility, modifications or waivers that do not affect payments, prepayments, subordination, reduce the definition of senior indebtedness, information, affirmative or negative covenants, defaults or other provisions that would be expected to affect the Lenders adversely, as determined in the reasonable judgment principal amount of the Required Lenders)Facility or any fees hereunder, (ii) amendincrease or decrease the Commitment of any Lender or subject any Lender to any additional obligation (it being understood that a waiver of any Event of Default, modify or waiveother than a payment default, or permit the amendment, modification or waiver of, in any manner that would be expected to affect the Lenders adversely (as determined mandatory repayment of Facility shall not constitute a change in the reasonable judgment terms of the Required Lendersany Commitment of any Lender), any provision of the Preferred Stock Purchase Agreement, the Series G Preferred Stock Purchase Agreement, the Stockholders Agreement, the Warrants, the Partners/B&W Agreements, the Wilsxx Xxxloyment Agreement or any other agreement entered into by it with respect to its Capital Stock, or enter into any new agreement with respect to its Capital Stock (other than any underwriting agreement necessary for the consummation of a Qualified Public Offering), or (iii) amend, modify or change, in any manner that would be expected to affect the Lenders adversely (as determined in the reasonable judgment of the Required Lenders), waive any provision of its certificate this Section 14.8, (iv) amend the definition of Majority Lenders or articles of incorporationany other definition referred to in this Section 14.8, certificate of partnership, certificate (v) consent to the assignment or articles of organization, operating agreement, partnership agreement or bylaws, as applicable, or transfer by the terms Borrowers of any class or series of their rights and obligations under this Credit Facility Agreement, (vi) accept payment for the obligations of the Security Parties under this Credit Facility Agreement in any currency other than Dollars, (vii) waive the requirements regarding the delivery of audited financial statements under Section 9.1(d), (viii) release any Security Party from any of its Capital Stock obligations under any Security Document except as expressly provided herein or in such Security Document or (including Preferred Stock). The Borrower will give no less than five (5ix) Business Days' prior written notice amend any provision relating to the Agent maintenance of collateral under Section 9.4; provided, further, that approval by all Lenders shall be required for any proposed amendment, modification amendment or waiver of or waivers with respect to Section 5.3 of this Credit Facility Agreement. All amendments approved by the Majority Lenders under this Section 14.8 must be in writing and signed by the Borrowers, each of the Lenders comprising the Majority Lenders and, if applicable, each Lender affected thereby and any document such amendment shall be binding on all the Lenders; provided, however, that any amendments or agreement referenced waivers with respect to Section 5.3 of this Credit Facility Agreement must be in this SECTION 8.10writing and signed by the Borrowers and all of the Lenders.