Common use of Modification of Certain Documents Clause in Contracts

Modification of Certain Documents. No Group Member shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documents) in any material respect that is adverse to the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15). (b) waive or otherwise modify any term of (A) any Subordinated Debt if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annum, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral. (c) waive or otherwise modify any term of the First Lien Loan Documents, other than any such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreement.

Modification of Certain Documents. No Group Member Borrower shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documentsterms of any Subordinated Debt) or any Constituent Document of, or otherwise change the capital structure of, any Borrower (including the terms of any of their outstanding Equity Interests or Equity Equivalents), in each case except for those modifications and waivers that (x) do not elect, or permit the election, to treat the Equity Interests or Equity Equivalents of any material respect that is adverse to limited liability company (or similar entity) as certificated, (y) do not materially affect the rights and privileges of any Borrower and (z) do not materially affect the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15).; (b) waive or otherwise modify any term of (A) any Subordinated Debt if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annumrate, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member Borrower or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member Borrower or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral. (c) waive or otherwise modify any term of the First Lien Loan Documents, other than any such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreement.

Modification of Certain Documents. No Group Member shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documents) in any material respect that is adverse to the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member Loan Party (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to except for those modifications and waivers that do not materially and adversely affect the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15).Lenders; (b) waive or otherwise modify any term of (A) any Subordinated Debt Note Document if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annumyield, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member or confer additional material rights to the holder of such the Subordinated Debt Note or other Permitted Junior Capital in a manner adverse to any Group Member or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral.; (c) waive or otherwise modify any term of any Material Agreement except for those modifications and waivers that do not make such Material Agreement materially less favorable to the First Lien Loan Documents, Group Members or the Lenders; and (d) permit any Indebtedness (other than the Obligations) to qualify as “Senior Debt” or any such waiver similar concept under the Subordinated Note Documents or modification that is permitted permit the Obligations to be made pursuant to the Intercreditor Agreementcease qualifying as such.

Modification of Certain Documents. No Group Member Borrower shall do any of the following: (a) Except in connection with a Transfer permitted by the terms of this Agreement, waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documentsterms of any Subordinated Debt) or any Constituent Document of, or otherwise change the capital structure of, any Borrower (including the terms of any of their outstanding Equity Interests or Equity Equivalents), in each case except for those modifications and waivers that (x) do not elect, or permit the election, to treat the Equity Interests or Equity Equivalents of any material respect that is adverse to limited liability company (or similar entity) as certificated, (y) do not materially affect the rights and privileges of any Borrower and (z) do not materially affect the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15).; (b) waive or otherwise modify any term of (A) any Subordinated Debt if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annumrate, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member Borrower or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member Borrower or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral. (c) waive or otherwise modify any term of the First Lien Loan Documents, other than any such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreement.

Modification of Certain Documents. No Group Member shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documents) in any material respect that is adverse to the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15). (b) waive or otherwise modify any term of (A) any Subordinated Debt if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annum, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral. (c) waive or otherwise modify any term of the First Second Lien Loan Documents, other than any such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreement.

Modification of Certain Documents. No Group Member shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documents) in any material respect that is adverse to the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Memberof, or otherwise change the capital structure of of, any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in each case except for those modifications and waivers that (x) do not elect, or permit the election, to treat the Stock or Stock Equivalents of any material respect limited liability company (or in similar entity) as certificated and (y) do not materially affect the rights and privileges of any respect adverse to Group Member and do not materially affect the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15).Collateral; (b) waive or otherwise modify any term of (A) any Subordinated Debt (or any documentation governing any Subordinated Debt) if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annumrate, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect theretothereto that would make it more restrictive than this Agreement, (v) modify any subordination provisionprovision in a manner adverse to the Lenders, or, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral.therewith; or (c) waive or otherwise modify permit any term of the First Lien Loan Documents, Indebtedness (other than the Obligations) to qualify as “Designated Senior Debt” (or a similar concept) under any documentation governing any Subordinated Debt or permit the Obligations to cease qualifying as such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreementas “Senior Debt” (or a similar concept) as defined in any documentation governing any Subordinated Debt.

Modification of Certain Documents. No Group Member Borrower shall do any of the following: (a) waive or otherwise modify (i) any term of the Verizon TRS Acquisition Agreement or Hands On Merger Agreement or any other Related Document (other than the Second Lien Documentsterms of any Subordinated Debt) or any Constituent Document of, or otherwise change (b) the capital structure of, any Borrower (including the terms of any of their outstanding Equity Interests or Equity Equivalents), in each case except for those modifications and waivers that (x) do not elect, or permit the election, to treat the Equity Interests or Equity Equivalents of any material respect that is adverse to limited liability company (or similar entity) as certificated, (y) do not materially affect the rights and privileges of any Borrower and (z) do not materially affect the interests of any Secured Party under the Loan Documents or in the Collateral, or (ii) any term of any Constituent Document of any Group Member, or otherwise change the capital structure of any Group Member (including the terms of any of their outstanding Stock or Stock Equivalents), in any material respect or in any respect adverse to the interests of any Secured Party under the Loan Documents or in the Collateral (provided that the Borrower may amend the Certificate of Incorporation in accordance with Section 7.15). (b) ; waive or otherwise modify any term of (A) any Subordinated Debt if the effect thereof on such Subordinated Debt is to (i) increase the non-default interest rate by more than 2.0% per annumrate, (ii) change the due dates for principal or interest, other than to extend such dates, (iii) modify any default or event of default, other than to delete it or make it less restrictive, (iv) add any covenant with respect thereto, (v) modify any subordination provision, (vi) modify any redemption or prepayment provision, other than to extend the dates therefor or to reduce the premiums payable in connection therewith or (vii) materially increase any obligation of any Group Member Borrower or confer additional material rights to the holder of such Subordinated Debt in a manner adverse to any Group Member Borrower or any Secured Party, or (B) any Material Contract in a manner materially adverse to the interests of any Secured Party under the Loan Documents or in the Collateral. (c) waive or otherwise modify any term of the First Lien Loan Documents, other than any such waiver or modification that is permitted to be made pursuant to the Intercreditor Agreement.