Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; Etc. (a) Amend or modify in any manner materially adverse to the Lenders, or grant any waiver or release under or terminate in any manner (if such action shall be adverse to the Lenders), the certificate of incorporation or By-laws or partnership agreement or limited liability agreement in any material respect of Holdings, the Borrower or any of their Subsidiaries.
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; etc.
Limitation on Modifications of Indebtedness. Cancellation of ------------------------------------------------------------ Indebtedness. Neither Borrower shall nor shall it permit any of its ------------ Subsidiaries (a) to amend, modify or otherwise change (or permit the amendment, modification or other change in any manner of) any of the provisions of any Indebtedness of such Borrower or any of its Subsidiaries or of any instrument or agreement (including, without limitation, any purchase agreement, indenture, loan agreement or security agreement) relating to any such Indebtedness if such amendment, modification or change would shorten the final maturity or average life to maturity of, or require any payment to be made earlier than the date originally scheduled on, such Indebtedness, would increase the interest rate applicable to such Indebtedness, or would change the subordination provision, if any, of such Indebtedness, or would otherwise be adverse to the issuer of such Indebtedness in any respect, (b) except for the Loans and the other Obligations of the Borrowers and their respective Subsidiaries under or in respect of the Loan Documents, to make any voluntary or optional payment, prepayment, redemption or other acquisition for value of any Indebtedness of any Borrower or any of its Subsidiaries (including, without limitation, by way of depositing money or securities with the trustee therefore before the date required for the purpose of paying any portion of such Indebtedness when due), or to refund, refinance, replace or exchange any other Indebtedness for any such Indebtedness, or to make any prepayment, redemption or repurchase of any outstanding Indebtedness a result of any Asset Sale, change of control, issuance and sale of debt or equity securities or similar event, or give any notice with respect to any of the foregoing. Neither Borrower shall nor shall it permit any Subsidiary to cancel any claim or debt owing to it, except for reasonable consideration and in the ordinary course of business.
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; etc. (a) Amend or modify in any manner materially adverse to the Lenders, or grant any waiver or release under or terminate in any manner (if such granting or termination shall be materially adverse to the Lenders), the articles or certificate of incorporation or by-laws or partnership agreement or limited liability company operating agreement of Holdings, Intermediate Holdings, the U.S. Borrower or any of the Subsidiaries, the Purchase Agreement, the Stockholders Agreement or the Koyo Purchase Agreement.
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-laws and Certain Other Agreements; etc. 104 Section 6.10 Total Leverage Ratio 106 Section 6.11 Interest Coverage Ratio 106 Section 6.12 Senior Secured Leverage Ratio 106 Section 6.13 Swap Agreements 106 Section 6.14 Negative Pledge 107 Section 6.15 Empire JV HoldCo 107 EVENTS OF DEFAULT Section 7.01 Events of Default 107 ARTICLE VIII THE AGENTS Section 8.01 Appointment and Authority 110 Section 8.02 Rights as a Lender 111 Section 8.03 Exculpatory Provisions 111 Section 8.04 Reliance by Agents 112 Section 8.05 Delegation of Duties 112 Section 8.06 Resignation of the Agents 112 Section 8.07 Non-Reliance on the Agents, Other Lenders and Other Issuing Banks 113 Section 8.08 No Other Duties, Etc. 113 Section 8.09 Administrative Agent May File Proofs of Claim 113 Section 8.10 Collateral and Guaranty Matters 114 Section 8.11 Secured Cash Management Agreements and Secured Swap Agreements 114 Section 8.12 Indemnification 114 Section 8.13 Appointment of Supplemental Collateral Agents 115 Section 8.14 Withholding 115 Section 8.15 Enforcement 116 ARTICLE IX
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; etc. (a) Amend or modify in any manner materially adverse to the Lenders, or grant any waiver or release under or terminate in any manner (if such granting or termination shall be materially adverse to the Lenders), the articles or certificate of incorporation or by-laws or partnership agreement or limited liability company operating agreement of Holdings, Intermediate Holdings, the U.S. Borrower or any of the Subsidiaries, the Purchase Agreement and the Stockholders Agreement.
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-laws and Certain Other Agreements, etc 63 SECTION 6.15. Limitation on Creation of Subsidiaries 63 SECTION 6.16. Business 64 SECTION 6.17. Fiscal Year; Accounting Changes 64 ARTICLE VII 64 ARTICLE VIII 66 ARTICLE IX 69 SECTION 9.01. Notices 69 SECTION 9.02. Survival of Agreement 70 SECTION 9.03. Binding Effect 70 SECTION 9.04. Successors and Assigns 70 SECTION 9.05. Expenses; Indemnity 73 SECTION 9.06. Right of Setoff 74 SECTION 9.07. Applicable Law 74 SECTION 9.08. Waivers; Amendment 75 SECTION 9.09. [Intentionally Deleted] 75 SECTION 9.10. Entire Agreement 75 SECTION 9.11. WAIVER OF JURY TRIAL; CONSEQUENTIAL DAMAGES 76 SECTION 9.12. Severability 76 SECTION 9.13. Counterparts 76 SECTION 9.14. Headings 76 SECTION 9.15. Jurisdiction; Consent to Service of Process 76 SECTION 9.16. Confidentiality 77 SECTION 9.17. Delivery of Notes 77 AMENDED AND RESTATED CREDIT AGREEMENT AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 7, 2001, among ACTIVISION PUBLISHING, INC., a Delaware corporation ("Activision"), ACTIVISION, INC., a Delaware corporation ("Activision Holdings"), ACTIVISION VALUE PUBLISHING, INC., a Minnesota corporation (formerly Head Games Publishing, Inc.) ("Value") and EXPERT SOFTWARE, INC., a Delaware corporation ("Expert"; each of Activision, Activision Holdings, Value and Expert, a "Borrower" and collectively, "Borrowers"), the Lenders (as defined in Article I), PNC BANK, NATIONAL ASSOCIATION, a national banking association, as issuing bank (in such capacity, the "Issuing Bank"), and as administrative agent (in such capacity, the "Administrative Agent") and collateral agent (in such capacity, the "Collateral Agent") for the Lenders.
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; etc 88 Section 6.10. Fiscal Year; Accounting 90 Section 6.11. Qualified CFC Holding Companies 90 Section 6.12. Rating 90 ARTICLE VI A Holdings Covenants
Limitation on Modifications of Indebtedness. Except as otherwise permitted under Section 7.01(b), amend, modify or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms (including, without limitation, the subordination terms) of any Indebtedness (excluding the Indebtedness hereunder) (other than any such amendment, modification, waiver or other change which (i) would extend the maturity or reduce the amount of any payment of principal thereof, reduce the rate or extend the date for payment of interest thereon and (ii) does not involve the payment of a consent fee).
Limitation on Modifications of Indebtedness. Modifications of Certificate of Incorporation, By-Laws and Certain Other Agreements; etc. . . . . . . . . . . . . . . . . . . . . . . . . 94 9.12
