Common use of Optional Payments and Modifications of Certain Debt Instruments Clause in Contracts

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee), or (c) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "Designated Senior Indebtedness" for the purposes of the Senior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of of, or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes Holdco to defease or the Senior Discount Debentures segregate funds with respect to, any Indebtedness (other than such a paymentany Scheduled Debt that is not subordinated in right of payment to the Obligations), prepayment, repurchase or redemption of the Senior Discount Debentures other than with the proceeds of any Senior Discount Debenture Refinancing), Refinancing Indebtedness or (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any subordinated Indebtedness included in the Scheduled Debt (including the Senior Subordinated Notes and the Holdco Notes), the Senior Discount Debentures or any Senior Discount Debenture Refinancing (other than any such amendment, modification, waiver or other change that (i) (A) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon or (B) is not adverse in any respect to the interests of the Borrowers or Lenders in the reasonable opinion of the U.S. Required Lenders and (ii) does not involve the payment of a material consent fee), fee or (c) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” for the purposes of the Senior Subordinated Note Notes and the Senior Subordinated Notes Indenture or the Holdco Notes and Holdco Notes Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated principal of the Convertible Notes or any Subordinated Debt (provided that (i) the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption Parent Borrower may issue Capital Stock upon conversion of the Senior Discount Debentures Convertible Notes in accordance with their terms and (ii) the proceeds of Convertible Notes and any Senior Discount Debenture RefinancingSubordinated Debt may be refinanced with other Subordinated Debt), ; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Discount Debentures Convertible Note Documents or any Senior Discount Debenture Refinancing Subordinated Debt Indenture (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee), ; or (cd) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” (or any other defined term having a similar purpose) for the purposes of the Senior any Subordinated Note Debt Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Convertible Senior Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), Debentures; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Convertible Senior Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee) that has not been approved by the Administrative Agent; (c) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any preferred stock (other than any such amendment, modification, waiver or other change that (i) would extend the scheduled redemption date or reduce the amount of any scheduled redemption payment or reduce the rate or extend any date for payment of dividends thereon and (ii) does not involve the payment of a consent fee), ; or (cd) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "Designated Senior Indebtedness" (or any other defined term having a similar purpose) for the purposes of the Senior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Convertible Senior Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), Debentures; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Convertible Senior Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee) that has not been approved by the Administrative Agent; (c) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any preferred stock (other than any such amendment, modification, waiver or other change that (i) would extend the scheduled redemption date or reduce the amount of any scheduled redemption payment or reduce the rate or extend any date for payment of dividends thereon and (ii) does not involve the payment of a consent fee), ; or (cd) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” (or any other defined term having a similar purpose) for the purposes of the Senior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes or the Senior Discount Debentures (other than such a paymentNotes, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancingexcept as permitted under Section 7.2(f), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing Subordinated Note Indenture (other than any such amendment, modification, waiver or other change that (i) would extend the maturity 72 79 or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee), (c) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Preferred Stock (other than any such amendment, modification, waiver or other change that (i) would extend the scheduled redemption date or reduce the amount of any scheduled redemption payment or reduce the rate or extend any date for payment of dividends thereon and (ii) does not involve the payment of a consent fee) or (cd) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "Designated Senior Indebtedness" for the purposes of the Senior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior any Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), Debt; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior any Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing Debt (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon or waive any default or make any covenant less restrictive and (ii) does not involve the payment of a material consent fee); (c) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any Preferred Stock (cother than any such amendment, modification, waiver or other change that (i) would extend the scheduled redemption date or reduce the amount of any scheduled redemption payment or reduce the rate or extend any date for payment of dividends thereon and (ii) does not involve the payment of a consent fee); or (d) designate any Indebtedness (other than obligations of the Loan Parties Borrowers pursuant to the Loan Documents) as "Designated Senior IndebtednessDebt" (or any other defined term having a similar purpose) for the purposes of the Senior Subordinated Note Indenture or the Junior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), Notes; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the material terms of the Senior Subordinated Notes, Notes or the Senior Discount Debentures or any Senior Discount Debenture Refinancing OpCo Notes (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee); (c) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any redeemable preferred stock (cother than any such amendment, modification, waiver or other change that (i) would extend the scheduled redemption date or reduce the amount of any scheduled redemption payment or reduce the rate or extend any date for payment of dividends thereon and (ii) does not involve the payment of a consent fee); or (d) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” (or any other defined term having a similar purpose) for the purposes of the Senior Subordinated Note Indenture.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes or the Senior Discount Debentures (other than (i) the Redemption and (ii) such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures with the proceeds of any Senior Discount Debenture Refinancing), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Discount Debentures or any Senior Discount Debenture Refinancing (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon and (ii) does not involve the payment of a material consent fee), or (c) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” for the purposes of the Senior Subordinated Note IndentureIndentures.

Optional Payments and Modifications of Certain Debt Instruments. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Subordinated Notes or the Senior Discount Debentures (other than such a payment, prepayment, repurchase or redemption of the Senior Discount Debentures Subordinated Notes with the proceeds of any Senior Discount Debenture Subordinated Notes Refinancing), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Discount Debentures Notes or any Senior Discount Debenture Subordinated Notes Refinancing (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any date for payment of interest thereon thereon, and (ii) does not involve the payment of a material consent fee), or (c) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as "“Designated Senior Indebtedness" ” for the purposes of the Senior Subordinated Note IndentureIndentures.