Common use of Notwithstanding Section 9 Clause in Contracts

Notwithstanding Section 9. 02(a), without the consent of each Holder affected thereby, no amendment or waiver may: (i) change the Stated Maturity of the principal of, or any installment of interest on, any Note; (ii) reduce the principal amount of, or premium, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived); (vii) voluntarily release a Guarantor of the Notes, except as permitted by this Indenture; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty thereof in any manner adverse to the Holders of the Notes.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected thereby(including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), no amendment or waiver may: (i1) change the Stated Maturity of the principal of, or any installment of interest on, any NoteNote (in each case, other than pursuant to Section 4.07 or Section 4.11); (ii2) reduce the principal amount of, or premium, if any, or interest on, any NoteNote (in each case, other than pursuant to Section 4.07 or Section 4.11); (iii3) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv4) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption dateRedemption Date) of any Note; (v5) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi6) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived); (vii7) voluntarily release a Guarantor of the Notes, except as permitted by this Indenture; (viii) 8) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, necessary for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsDefaults; or (ix9) modify or change any provisions of this Indenture affecting the ranking of subordinate the Notes or the Note Guarantees as to right of payment to any other Indebtedness of the Issuers or any Guaranty thereof in any manner adverse to the Holders of the NotesGuarantor.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no amendment an amendment, supplement or waiver, including a waiver may:pursuant to Section 6.04, may not (with respect to any Notes held by a non-consenting Holder): (i1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than, subject to clause (11) below, the provisions of Sections 4.10 and 4.14); (3) reduce the rate of or any installment change the time for payment of interest on, on any Note; (ii4) reduce waive a Default or Event of Default in the principal amount ofpayment of principal, or interest or premium, or Additional Interest, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Note payable in money other than that stated in the nonpayment Notes; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premiumor interest or premium or Additional Interest, if any, and interest on the Notes that have become due solely Notes; (7) waive a redemption payment with respect to any Note (other than, subject to clause (11) below, a payment required by such declaration one of acceleration, have been cured the provisions of Section 4.10 or waivedSection 4.14); (vii) voluntarily release a Guarantor of 8) make any change in the Notes, except as permitted by this Indenturepreceding amendment and waiver provisions; (viii9) reduce impair the percentage or aggregate principal amount right of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix) modify or change any provisions of this Indenture affecting the ranking Holder of the Notes as to right receive payment of principal of and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or any Guaranty thereof with respect to such Holder’s Notes; (10) modify the Guarantees in any manner adverse to the Holders Holders; (11) amend, change or modify in any material respect the obligation of the Company to make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or make and consummate an Asset Sale Offer in respect of an Asset Sale that has been consummated after a requirement to make an Asset Sale Offer has arisen; or (12) make any change that would result in a novation or rescission of the Notes under the laws governing the Notes, a disposition of the Notes or the creation of a new obligation for the purposes of the Income Tax Act (Canada).

Notwithstanding Section 9. 02(a), without the consent of each Holder affected thereby, no amendment or waiver may: (i) change the Stated Maturity of the principal of, or any installment of interest on, any Note; (ii) reduce the principal amount of, or premium, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived); (vii) voluntarily release a Guarantor of the Notes, except as permitted by this Indenture; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty the Guaranties thereof in any manner adverse to the Holders of the Notes.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyHolder, no amendment an amendment, supplement or waiver, including a waiver maypursuant to Section 6.04, may not: (i) change the Stated Maturity of the principal of, or any installment of interest on, any Note; (ii1) reduce the principal amount ofof Securities whose Holders must consent to an amendment, supplement or premium, if any, or interest on, any Notewaiver; (iii2) reduce the principal of or change the place fixed maturity of payment any Security or alter the provisions with respect to the redemption of principal ofthe Securities (other than provisions of Section 4.11, or premium, if any, or interest on, any NoteSection 4.12 and Section 4.13); (iv3) impair reduce the right to institute suit rate of or change the time for the enforcement payment of interest on any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any NoteSecurity; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi4) waive a default Default or Event of Default in the payment of principal of, premium, if anyprincipal, or interest or premium, or Additional Interest, if any on the Notes Securities (except a rescission of the declaration of acceleration of the Notes Securities by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Securities with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Security payable in money other than that stated in the nonpayment Securities; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the principal ofrights of Holders to receive payments of principal, or interest or premium, or Additional Interest, if any, and interest on the Notes that have become due solely Securities; (7) waive a redemption payment with respect to any Security (other than a payment required by such declaration one of accelerationthe provisions of Section 4.11, have been cured or waivedSection 4.12 and Section 4.13); (vii) voluntarily release a Guarantor of 8) make any change in the Notes, except as permitted by this Indenturepreceding amendment and waiver provisions; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix9) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty thereof Guarantees in any manner adverse to the Holders Holders; or (10) release the security interest granted for the benefit of the NotesHolders in the Collateral other than pursuant to the terms of the Security Documents or as otherwise permitted by this Indenture.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no amendment an amendment, supplement or waiver, including a waiver may:pursuant to Section 6.04, may not (with respect to any Notes held by a non-consenting Holder): (i1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than, subject to clause (8) below, the provisions of Sections 4.09 and 4.13); (3) reduce the rate of or any installment change the time for payment of interest on, on any Note; (ii) reduce the principal amount of, or premium, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi4) waive a default Default or Event of Default in the payment of principal of, or interest or premium, or Additional Interest, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Note payable in money other than that stated in the nonpayment Notes; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premiumor interest or premium or Additional Interest, if any, and interest on the Notes that have become due solely by or impair the right of any Holder to institute suit for the enforcement of any payment on or with respect to such declaration of acceleration, have been cured or waived)Holder’s Notes; (vii7) voluntarily release waive a Guarantor redemption payment with respect to any Note (other than, subject to clause (8) below, a payment required by one of the Notes, except as permitted by this Indentureprovisions of Section 4.09 or Section 4.13; (viii) reduce 8) amend, change or modify in any material respect the percentage obligation of the Issuers or aggregate principal amount Holdings, as applicable, to make and consummate a Change of outstanding Notes the consent Control Offer in respect of whose Holders is necessary, pursuant a Change of Control that has occurred or make and consummate an Asset Sale Offer in respect of an Asset Sale that has been consummated after a requirement to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsmake an Asset Sale Offer has arisen; or (ix9) modify or make any change any provisions of this Indenture affecting in the ranking of the Notes as to right of payment or any Guaranty thereof in any manner adverse to the Holders of the Notespreceding amendment and waiver provisions.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no an amendment or waiver may:may not (with respect to any Notes held by a non-consenting Holder): (i) change the Stated Maturity of the principal of, or any installment of interest on, any Note; (ii1) reduce the principal amount ofof Notes whose Holders must consent to an amendment, supplement or waiver, including the waiver of Defaults or Events of Default, or premium, if any, or interest on, any Noteto a rescission and cancellation of a declaration of acceleration of Notes; (iii2) reduce the rate of or change or have the effect of changing the time for payment of interest, including Defaulted Interest, on the Notes; (3) reduce the principal of or change or have the effect of changing the fixed maturity of the Notes, or change the place date on which the Notes may be subject to redemption, or reduce the Redemption Price therefor; (4) make the Notes payable in money other than that stated in the Notes; (5) make any change in the provisions of this Indenture protecting the right of each Holder to receive payment of principal of, or premium, if any, or of and interest on, any Note; (iv) impair on the right to institute suit for the enforcement of any payment Notes on or after the Stated Maturity (or, in the case of a redemption, on due date thereof or after the redemption date) of any Noteto bring suit to enforce such payment; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi6) waive a default in the payment of principal of, premium, if any, of or interest on the Notes Notes; provided that this clause (except a rescission 6) shall not limit the right of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Outstanding Notes then outstanding to rescind and cancel a waiver declaration of acceleration of the payment default that resulted from such acceleration, so long Notes following delivery of an acceleration notice as all other existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived)described under Section 6.02; (vii7) voluntarily release a Guarantor contractually subordinate the Notes (or any related Guarantees) to any other Indebtedness; (8) modify any of the Notesprovisions of Section 9.02 or Section 6.13, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of Outstanding Notes affected thereby; provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to “the Trustee” and concomitant changes in this Section 9.02; or the deletion of this proviso, in accordance with the requirements of Section 7.11. (9) change the price payable by the Company for Notes repurchased pursuant to Sections 4.10 and 4.13 or after the occurrence of a Change of Control, modify or change in any material respect the obligation of the Company to make and consummate a Change of Control Offer or modify any of the provisions or definitions with respect thereto; or (10) release any Guarantor that is a Significant Subsidiary from any of its obligations under its Subsidiary Guarantee or this Indenture, except as permitted by this Indenture; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty thereof in any manner adverse to the Holders of the Notes.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no amendment an amendment, supplement or waiver, including a waiver may:pursuant to Section 6.04, may not (with respect to any Notes held by a non-consenting Holder): (i1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than, subject to clause (10) below, the provisions of Sections 4.09 and 4.13); (3) reduce the rate of or any installment change the time for payment of interest on, on any Note; (ii4) reduce waive a Default or Event of Default in the principal amount ofpayment of principal, or interest or premium, or Additional Interest, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Note payable in money other than that stated in the nonpayment Notes; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premiumor interest or premium or Additional Interest, if any, and interest on the Notes that have become due solely or impair the right of any Holder to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (7) waive a redemption payment with respect to any Note (other than, subject to clause (10) below, a payment required by such declaration one of acceleration, have been cured the provisions of Section 4.09 or waivedSection 4.13); (vii) voluntarily release a Guarantor 8) make any change in the ranking or priority of any Note that would adversely affect the Notes, except as permitted by this IndentureHolders; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix9) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty thereof Guarantees in any manner adverse to the Holders Holders; or (10) amend, change or modify in any material respect the obligation of the NotesIssuer or Holdings, as applicable, to make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or make and consummate an Asset Sale Offer in respect of an Asset Sale that has been consummated after a requirement to make an Asset Sale Offer has arisen; or (11) make any change in the preceding amendment and waiver provisions.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected thereby(including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), no amendment or waiver may: (i1) change the Stated Maturity of the principal of, or any installment of interest on, any NoteNote (in each case, other than pursuant to Section 4.07 or Section 4.11); (ii2) reduce the principal amount of, or premium, if any, or interest on, any Note or make any Note payable in a currency other than that stated in the Note; (iii3) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv4) impair make any change in the provisions of this Indenture entitling any Holder to receive payment of principal, premium, if any, and interest on such Holder’s Notes on or after the due dates thereof, or setting forth the contractual right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v5) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi6) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Notes that have become due solely by such declaration of acceleration, have been cured or waived); (vii7) voluntarily release a Guarantor of the Notes, except as permitted by this Indenture; (viii) 8) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, necessary for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsDefaults; or (ix9) modify or make any change any in the provisions of this Indenture or the related definitions affecting the ranking of the Notes or any Notes Guarantee as to contractual right of payment in a manner which adversely affects the Holders; (10) following the occurrence of a Change of Control or after the obligation to make an Offer to Purchase the Notes as a result of an Asset Sale has occurred, waive the Issuers’ obligation to make and consummate an Offer to Purchase as a result of a Change of Control or an Offer to Purchase the Notes as a result of an Asset Sale, or amend the provisions of this Indenture relating thereto; or (11) make any Guaranty thereof in any manner adverse change to the Holders provisions of this Indenture, the Intercreditor Agreement or the Security Documents with respect to the pro rata application of proceeds of Collateral in respect of the NotesNotes required thereby in a manner that by its terms modifies the application of such proceeds in respect of the Notes required thereby to be on a less than pro rata basis to the Holder of such Note.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no amendment an amendment, supplement or waiver, including a waiver may:pursuant to Section 6.04, may not (with respect to any Notes held by a non-consenting Holder): (i1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than, subject to clause (11) below, the provisions of Sections 4.09 and 4.13); (3) reduce the rate of or any installment change the time for payment of interest on, on any Note; (ii4) reduce waive a Default or Event of Default in the principal amount ofpayment of principal, or interest or premium, or Additional Interest, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Note payable in money other than that stated in the nonpayment Notes; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, premiumor interest or premium or Additional Interest, if any, and interest on the Notes that have become due solely Notes; (7) waive a redemption payment with respect to any Note (other than, subject to clause (11) below, a payment required by such declaration one of acceleration, have been cured the provisions of Section 4.09 or waivedSection 4.13); (vii) voluntarily release a Guarantor of 8) make any change in the Notes, except as permitted by this Indenturepreceding amendment and waiver provisions; (viii9) reduce impair the percentage or aggregate principal amount right of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix) modify or change any provisions of this Indenture affecting the ranking Holder of the Notes as to right receive payment of principal of and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or any Guaranty thereof with respect to such Holder’s Notes; (10) modify the Guarantees in any manner adverse to the Holders Holders; or (11) amend, change or modify in any material respect the obligation of the NotesIssuer to make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or make and consummate an Asset Sale Offer in respect of an Asset Sale that has been consummated after a requirement to make an Asset Sale Offer has arisen.

Notwithstanding Section 9. 02(a)1.1, without the consent of each Holder affected therebyholder of Notes affected, no amendment an amendment, supplement or waiver may:may not (with respect to any Notes held by a non-consenting holder): (ia) reduce the principal amount of Notes whose holders must consent to an amendment, supplement or waiver; (b) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than provisions relating to the covenants described in Section 4.15 and Article 12); (c) reduce the rate of or change the time for payment of interest, or any installment of interest onincluding default interest, on any Note; (ii) reduce the principal amount of, or premium, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vid) waive a default Default or Event of Default in the payment of principal of, or interest or premium, or Additional Amounts, if any, or interest on on, the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders holders of at least a majority seventy five percent (75%) in aggregate principal amount of the Notes then outstanding and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (e) make any Note payable in money other than that stated in the nonpayment Notes; (f) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of holders of Notes to receive payments of principal of, premiumor premium or Additional Amounts, if any, and or interest on on, the Notes that have become due solely by such declaration of acceleration, have been cured or waived)Notes; (viig) voluntarily waive a redemption payment with respect to any Note; (h) release a any Guarantor from any of the Notesits obligations under its Note Guarantee or this Indenture, except as permitted by in accordance with the terms of this Indenture; (viiii) reduce the percentage release any Collateral or aggregate principal amount of outstanding Notes the consent of whose Holders is necessaryany Note Guarantee, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of except as provided in this Indenture or for waiver of certain defaultsand the Security Documents; or (ixj) modify or make any change any provisions of this Indenture affecting in the ranking of the Notes as to right of payment or any Guaranty thereof in any manner adverse to the Holders of the Notespreceding amendment and waiver provisions.

Notwithstanding Section 9. 02(a), without the consent of each Holder affected therebyaffected, no amendment an amendment, supplement or waiver, including a waiver may:pursuant to Section 6.04, may not (with respect to any Notes held by a non-consenting Holder): (i1) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (2) reduce the principal of or change the Stated Maturity fixed maturity of any Note or alter the provisions with respect to the redemption of the principal ofNotes (other than, subject to clause (10) below, the provisions of Sections 4.09 and 4.13); (3) reduce the rate of or any installment change the time for payment of interest on, on any Note; (ii4) reduce waive a Default or Event of Default in the principal amount ofpayment of principal, or interest or premium, if any, or interest on, any Note; (iii) change the place of payment of principal of, or premium, if any, or interest on, any Note; (iv) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity (or, in the case of a redemption, on or after the redemption date) of any Note; (v) reduce the above-stated percentages of outstanding Notes the consent of whose Holders is necessary to modify or amend this Indenture; (vi) waive a default in the payment of principal of, premium, if any, or interest on the Notes (except a rescission of the declaration of acceleration of the Notes by the Holders of at least a majority in aggregate principal amount of the Notes then outstanding with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration, so long as all other existing Events of Default, ); (5) make any Note payable in money other than that stated in the nonpayment Notes; (6) make any change in the provisions of this Indenture relating to waivers of past Defaults or the rights of Holders to receive payments of principal of, or interest or premium, if any, and interest on the Notes that have become due solely or impair the right of any Holder to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (7) waive a redemption payment with respect to any Note (other than, subject to clause (10) below, a payment required by such declaration one of acceleration, have been cured the provisions of Section 4.09 or waivedSection 4.13); (vii) voluntarily release a Guarantor 8) make any change in the ranking or priority of any Note that would adversely affect the Notes, except as permitted by this IndentureHolders; (viii) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose Holders is necessary, pursuant to Sections 6.02 and 6.04, for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; or (ix9) modify or change any provisions of this Indenture affecting the ranking of the Notes as to right of payment or any Guaranty thereof Guarantees in any manner adverse to the Holders of Holders; or (10) make any change in the Notespreceding amendment and waiver provisions.