Common use of Modifications of Certain Documents Clause in Contracts

Modifications of Certain Documents. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments or documents in respect of any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments or documents in respect of any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Loan Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any of the Shop At Home Acquisition Documents in a manner materially adverse to the Credit Parties, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments or documents in respect of any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Loan Documents) as “"Designated Senior Debt” " for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any of the Clear Channel Acquisition Documents, the Shop At Home Acquisition Documents El Dorado Acquisitions Documents or the Guajillo Acquisitions Documents in a manner materially adverse to the Credit Parties, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party Without the prior written consent of the Required Lenders, at any time after the Sixth Restatement Effective Date, the Borrower will not, nor will it permit any of its Subsidiaries to, consent to any modification, supplement supplement, waiver or waiver termination of any of the provisions of the Program Services Agreements, Outsourcing Agreements or, Other Debt Documents, or any agreementsChannel Sharing Agreement under which the Borrower or any Subsidiary thereof is a Channel Xxxxxx if such modification, instruments supplement, waiver or documents in respect of any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements termination could reasonably be expected to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any interests of the subordination provisions thereofLender Lenders, (vi) designate or, in the case of any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note IndentureChannel Sharing Agreement, if such modification, supplement, waiver or (vii) make any other change which termination could reasonably be expected to have a Material Adverse EffectEffect (subject to, in the case any Other Debt Document, the reasonable judgment of the Administrative Agent). The Borrower will not, nor will it permit any of its Subsidiaries to, designate any Indebtedness (other than the Senior Unsecured Debt, Second Priority Debt and the Guarantees of any Guarantor in respect thereof) as “Designated Senior Indebtedness” or “Designated Guarantor Senior Indebtedness” (or equivalent terms), in each case, without case under and as defined in the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee instruments evidencing any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentDebt.

Modifications of Certain Documents. No Credit Party Without the prior written consent of the Required Lenders, the Borrower will not, nor will it permit any of its Subsidiaries to, consent to any modification, supplement supplement, waiver or waiver termination of any of the provisions of (a) any agreementsinstrument evidencing or governing any of the Film Cash Payments unless such instrument is modified, instruments supplemented or documents in respect waived at no cost (including, but not limited to interest costs) to the Borrower or any of its Subsidiaries, (b) the Ancillary Documents or (c) the HYTOP Guaranties, except that the Borrower or any Subordinated Indebtedness, the effect of which is to its Subsidiaries may (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create amend any additional payment obligations thereunderof the Asset Use and Operating Agreements entered into prior to the date hereof to cause the same to be substantially in the form of Exhibit C, (ii) accelerate amend any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, the Program Services Agreements to extend the stated expiration date thereof and (iii) cause modify or supplement any covenants of the provisions of the instruments or other agreements documents referred to in the foregoing clauses (a) through (c) if (x) such modifications and supplements are not and will not be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Partiesinterests of the Borrower, its Subsidiaries, any Lender or the Administrative Agent (vsubject to, in the case of the Subordinated Debt Documents, the Senior Note Documents and the HYTOP Guaranties, the reasonable judgment of the Administrative Agent), and (y) modify the Borrower or such Subsidiary, as the case may be, shall have furnished to the Administrative Agent (a copy of which shall be forwarded promptly to each Lender), not later than ten Business Days (or such shorter period as the Administrative Agent may agree) prior to the effective date of such modification or supplement, a notice setting forth in reasonable detail the terms and conditions thereof. The Borrower will not, nor will it permit any of the subordination provisions thereofits Subsidiaries to, (vi) designate any Indebtedness (other than the Senior Loans Notes and the other obligations Guarantees of the Credit Parties under the Senior Facilities Documentsany Subsidiary Guarantor in respect thereof) as “Designated Senior DebtIndebtedness” for purposes of the or “Designated Guarantor Senior Indebtedness”, in each case under and as defined in any Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party The Borrower will not, and will not permit any of its Restricted Subsidiaries to, consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments documents or documents in respect of agreements evidencing or governing any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, Notes or OCI Subordinated Notes or (viiafter the issuance thereof in accordance with the requirements of Section 7.01(b)) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, New Senior Subordinated Notes without the prior consent of the Required Lenders Lenders, provided that, subject to the last paragraph of Section 6.10(a), the Borrower may Amendment No. 1 to Amended and Restated Credit Agreement supplement the Senior Subordinated Notes Indentures, the OCI Indenture or the Administrative Agent on their behalfNew Senior Subordinated Notes Indentures in order to add or delete Subsidiaries as guarantors thereunder as required or permitted by the terms thereof without the prior consent of the Required Lenders. Without limiting the generality of the foregoing foregoing, except for Guarantees by Restricted Subsidiaries of the Borrower required by the Senior Subordinated Notes Indentures, the OCI Indenture or the New Senior Subordinated Notes Indentures, as expressly permitted by this Agreementthe case may be, no Credit Party the Borrower will not permit any Restricted Subsidiary to Guarantee any other Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentLenders."

Modifications of Certain Documents. No Credit Party Such Borrower will not consent to any modification, supplement or waiver of (a) any of the provisions of any agreementsagreement, instruments instrument or documents other document evidencing or relating to any Permitted Indebtedness, any Special Longer-Term Unsecured Indebtedness, CCT 2022 Notes or the FSIC Notes that would result in respect such Permitted Indebtedness not meeting the requirements of any Subordinated the definition of “Permitted Indebtedness”, such Special Longer-Term Unsecured Indebtedness not meeting the requirements of the definition of “Special Longer-Term Unsecured Indebtedness”, or the CCT 2022 Notes or the FSIC Notes, as applicable, not meeting the requirements of the definition of “Unsecured Longer-Term Indebtedness” (other than clause (a) thereof), set forth in Section 1.01 of this Agreement, unless following such amendment, modification or waiver, such Permitted Indebtedness, such Special Longer-Term Unsecured Indebtedness, the effect CCT 2022 Notes or the FSIC Notes would otherwise be permitted under Section 6.01, or (b) any of the Affiliate Agreements to which such Borrower is to a party (i) increase principal, interest, fees, reimbursements other than in connection with a Borrower Merger or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled unless such modification, supplement or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements waiver is not materially less favorable to such Borrower than could be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effectobtained on an arm’s-length basis from unrelated third parties, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf(with the approval of the Required Lenders). Without limiting the generality of the foregoing except as expressly permitted by this Agreementforegoing, no Credit Party will Guarantee such Borrower may, at any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company time and from time to time, without the prior consent of the Administrative Agent or the Required Lenders Lenders, freely amend, restate, terminate, or otherwise modify any documents, instruments and agreements evidencing, securing or relating to Indebtedness of such Borrower permitted pursuant to Section 6.01(d), including increases in the Administrative Agent.principal amount thereof, modifications to the advance rates and/or modifications to the interest rate, fees or other pricing terms so long as following any such action such Indebtedness continues to be permitted under Section 6.01(d). Exhibit 10.21

Modifications of Certain Documents. No Credit Party The Company will not, and will not permit any of its Restricted Subsidiaries to, consent to any modification, supplement or waiver of any of the provisions documents or agreements evidencing or governing Credit Agreement any Senior Subordinated Notes or (after the issuance thereof in accordance with the requirements of Section 7.01(b) or (c), as applicable) any agreementsNew Senior Subordinated Notes, instruments New Senior Notes or documents in respect Mirror Loan Indebtedness without the prior consent of any Subordinated Indebtednessthe Required Lenders, provided that, subject to the last paragraph of Section 6.10(a), the effect of which is Company may supplement the Senior Subordinated Notes Indentures, the New Senior Subordinated Notes Indentures or the New Senior Notes Indentures in order to (i) increase principal, interest, fees, reimbursements add or other amounts payable with respect thereto delete Subsidiaries as guarantors thereunder as required or create any additional payment obligations thereunder, permitted by the terms thereof and (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to increase the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any amount of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties notes issued under the Senior Facilities Documents) respective indentures in accordance with the terms thereof and as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each casepermitted hereunder, without the prior consent of the Required Lenders or the Administrative Agent on their behalfLenders. Without limiting the generality of the foregoing foregoing, except for Guarantees by Restricted Subsidiaries of the Company required by the Senior Subordinated Notes Indentures, the New Senior Subordinated Notes Indentures or the New Senior Notes Indentures, as expressly permitted by this Agreementthe case may be, no Credit Party the Company will not permit any Restricted Subsidiary to Guarantee any other Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentLenders.

Modifications of Certain Documents. No The Credit Party Parties will not consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments documents or documents in respect of agreements evidencing or governing any Subordinated Indebtedness, Indebtedness or any other Existing Debt (other than the Senior Subordinated Debt and the Indebtedness under the Revolving Credit Agreement). The Credit Parties will not modify or amend the terms of the Senior Subordinated Debt Documents if the effect of which such amendment is to to: (ia) increase principal, interest, fees, reimbursements the maximum principal amount of the Senior Subordinated Debt or other amounts the interest rate payable with in respect thereto or create any additional payment obligations thereunder, thereof; (iib) accelerate any scheduled or otherwise required change the dates upon which payments of principal, interest, fees, reimbursements principal or interest are due under the Senior Subordinated Debt Documents other amounts, than to extend the maturity of the Senior Subordinated Debt; (iiic) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter modify any event of default or add any covenant with respect to the Senior Subordinated Debt; (d) modify the payment, redemption or prepayment provisions contained in of the Senior Subordinated Debt; (e) modify the subordination provisions under the Senior Subordinated Debt Documents; or (f) modify any other term of the Senior Subordinated Debt Documents if such modification would materially increase the obligations of any obligor thereunder or confer additional material rights to the holder of such Indebtedness in a manner materially adverse to the Credit Parties, (v) modify the Borrower, any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders Consolidated Members or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentLender.

Modifications of Certain Documents. No Credit Party Without the prior written consent of the Required Lenders, the Borrower will not, nor will it permit any of its Subsidiaries to, consent to any modification, supplement supplement, waiver or waiver termination of any of the provisions of (a) any agreementsinstrument evidencing or governing any of the Film Cash Payments unless such instrument is modified, instruments supplemented or documents in respect waived at no cost (including, but not limited to interest costs) to the Borrower or any of its Subsidiaries, (b) the Ancillary Documents or (c) the HYTOP Guaranties, except that the Borrower or any Subordinated Indebtedness, the effect of which is to its Subsidiaries may (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create amend any additional payment obligations thereunderof the Asset Use and Operating Agreements entered into prior to the date hereof to cause the same to be substantially in the form of Exhibit C, (ii) accelerate amend any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, the Program Services Agreements to extend the stated expiration date thereof and (iii) cause modify or supplement any covenants of the provisions of the instruments or other agreements documents referred to in the foregoing clauses (a) through (c) if (x) such modifications and supplements are not and will not be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Partiesinterests of the Borrower, its Subsidiaries, any Lender or the Administrative Agent (vsubject to, in the case of the Subordinated Debt Documents and clause (c), the reasonable judgment of the Administrative Agent), and (y) modify the Borrower or such Subsidiary, as the case may be, shall have furnished to the Administrative Agent (a copy of which shall be forwarded promptly to each Lender), not later than the date falling ten Business Days (or such shorter period as the Administrative Agent may agree) prior to the date of such modification or supplement, a notice setting forth in reasonable detail the terms and conditions thereof. The Borrower will not, nor will it permit any of the subordination provisions thereofits Subsidiaries to, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “"Designated Senior Debt” for purposes of the Indebtedness" or "Designated Guarantor Senior Indebtedness", in each case under and as defined in any Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party will consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments or documents in respect of the Senior Note Documents or any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Senior Note Documents or Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Loans, the Senior Loans Notes and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Except for amendments to the Senior Notes Indenture and Senior Subordinated Notes Indenture in connection with the 2012 Exchange Offers, no Credit Party will consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments or documents in respect of the Senior Note Documents or any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respectParties, (iv) alter any event of default provisions contained in any Senior Note Documents or Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Loans, the Senior Loans Notes, the Second Priority Senior Secured Notes and Permitted New Second Priority Debt and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, or (vii) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, without the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee any Subordinated Indebtedness (other than the Second Priority Senior Secured Notes or Permitted New Second Priority Debt (in each case, to the extent constituting Subordinated Indebtedness)) or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative Agent.

Modifications of Certain Documents. No Credit Party Without the prior written consent of the Required Lenders, at any time after the Sixth Restatement Effective Date, the Borrower will not, nor will it permit any of its Subsidiaries to, consent to any modification, supplement supplement, waiver or waiver termination of any of the provisions of the Program Services Agreements, Outsourcing Agreements, Other Debt Documents, or any agreementsChannel Sharing Agreement under which the Borrower or any Subsidiary thereof is a Channel Xxxxxx if such modification, instruments supplement, waiver or documents in respect of any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements termination could reasonably be expected to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit PartiesLenders, (v) modify or, in the case of any of the subordination provisions thereofChannel Sharing Agreement, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indentureif such modification, supplement, waiver or (vii) make any other change which termination could reasonably be expected to have a Material Adverse EffectEffect (subject to, in the case any Other Debt Document, the reasonable judgment of the Administrative Agent). The Borrower will not, nor will it permit any of its Subsidiaries to, designate any Indebtedness (other than the Senior Unsecured Debt, Second Priority Debt and the Guarantees of any Guarantor in respect thereof) as “Designated Senior Indebtedness” or “Designated Guarantor Senior Indebtedness” (or equivalent terms), in each case, without case under and as defined in the prior consent of the Required Lenders or the Administrative Agent on their behalf. Without limiting the generality of the foregoing except as expressly permitted by this Agreement, no Credit Party will Guarantee instruments evidencing any Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentDebt.

Modifications of Certain Documents. No Credit Party The Borrower will not, and will not permit any of its Restricted Subsidiaries to, consent to any modification, supplement or waiver of any of the provisions of any agreements, instruments documents or documents in respect of agreements evidencing or governing any Subordinated Indebtedness, the effect of which is to (i) increase principal, interest, fees, reimbursements or other amounts payable with respect thereto or create any additional payment obligations thereunder, (ii) accelerate any scheduled or otherwise required payments of principal, interest, fees, reimbursements or other amounts, (iii) cause any covenants or other agreements to be more restrictive upon, or burdensome to the Credit Parties in any material respect, (iv) alter any event of default provisions contained in any Subordinated Indebtedness in a manner materially adverse to the Credit Parties, (v) modify any of the subordination provisions thereof, (vi) designate any Indebtedness (other than the Senior Loans and the other obligations of the Credit Parties under the Senior Facilities Documents) as “Designated Senior Debt” for purposes of the Senior Subordinated Note Indenture, Notes or (viiafter the issuance thereof in accordance with the requirements of Section 7.01(b)) make any other change which could reasonably be expected to have a Material Adverse Effect, in each case, New Senior Subordinated Notes (or any Refunding Indebtedness) without the prior consent of the Required Lenders Lenders, provided that, subject to the last paragraph of Section 6.10(a), the Borrower may supplement the Senior Subordinated Notes Indentures or the Administrative Agent on their behalfNew Senior Subordinated Notes Indentures in order to add or delete Subsidiaries as guarantors thereunder as required or permitted by the terms thereof without the prior consent of the Required Lenders. Without limiting the generality of the foregoing foregoing, except for Guarantees by Restricted Subsidiaries of the Borrower required by the Senior Subordinated Notes Indentures or the New Senior Subordinated Notes Indentures, as expressly permitted by this Agreementthe case may be, no Credit Party the Borrower will not permit any Restricted Subsidiary to Guarantee any other Subordinated Indebtedness or any Holding Company Debt or any other Indebtedness of any Holding Company without the prior consent of the Required Lenders and the Administrative AgentLenders.