Common use of With Consent of Holders of Notes Clause in Contracts

With Consent of Holders of Notes. (a) Subject to Section 6.07 and Section 9.02(b), the Issuer, the Guarantors and the Trustee, together, with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).

Appears in 11 contracts

Samples: Supplemental Indenture (Sensata Technologies Holding PLC), Supplemental Indenture (Sensata Technologies Holding PLC), Supplemental Indenture (Sensata Technologies Holding PLC)

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With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes Notes, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitation, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 11 contracts

Samples: Indenture (Mci Inc), Indenture (Mci Inc), Indenture (Intermedia Communications Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment ) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 9 contracts

Samples: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc), Indenture (Videotron Ltee)

With Consent of Holders of Notes. (a) Subject to Except as provided above in Section 6.07 8.01 and below in this Section 9.02(b)8.02, the IssuerIssuers, the Guarantors and the TrusteeTrustee may amend or supplement the Base Indenture (as it relates to the Notes), together, this Supplemental Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, including any Additional Notes) issued under this Indenture (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.04 and Section 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Supplemental Indenture, the Base Indenture (as it relates to the Notes) or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (including, without limitation, including any Additional Notes) issued under this Indenture including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor Notes. However, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder):

Appears in 9 contracts

Samples: Supplemental Indenture (Genesis Energy Lp), Indenture (Genesis Energy Lp), Supplemental Indenture (Genesis Energy Lp)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerIssuers, the Guarantors and the TrusteeTrustee may amend or supplement this Indenture (including Sections 3.09, together, 4.10 and 4.15 hereof) and the Notes and the Note Guarantees with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (includingincluding Additional Notes, without limitation, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive and any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (includingincluding Additional Notes, without limitation, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) without notice ). Section 2.08 hereof shall determine which Notes are considered to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision be “outstanding” for purposes of this Indenture which cannot be modified or amended Section 9.02. However, without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 7 contracts

Samples: Indenture (Parsley Energy, Inc.), Indenture (Parsley Energy, Inc.), Indenture (Parsley Energy, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 3.09, 4.10 and 4.15) and the Notes and the Guarantees with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding Notes voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes or the Guarantees may be waived, in each case with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) without notice ). Section 2.08 shall determine which Notes are considered to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision be “outstanding” for purposes of this Indenture which cannot be modified or amended Section 9.02. However, without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder):

Appears in 3 contracts

Samples: Range Resources (Range Resources Corp), Range Resources (Range Resources Corp), Indenture (Range Resources Corp)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, Company and the Guarantors and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes and the Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of each Holder affected)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 3 contracts

Samples: Indenture (Great Lakes Dredge & Dock CORP), Indenture (Great Lakes Dredge & Dock CORP), Indenture (Great Lakes Dredge & Dock CORP)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Issuers and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitationincluding Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of each Holder affected (whether in the Holder aggregate holding a majority in principal amount of each outstanding Note affectedNotes or not)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 3 contracts

Samples: Execution Version, Execution Version, Execution Version

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitationincluding Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 3 contracts

Samples: Armstrong World Industries Inc, Armstrong World Industries Inc, Armstrong World Industries Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Subsidiary Guarantors and the TrusteeTrustee may amend or supplement this Indenture, together, the Notes and the Subsidiary Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.04 and Section 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest, if any, on the Notes) or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision for certain covenants and provisions of this Indenture which cannot be modified or amended without the consent of each Holder) may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange offer for Notes). Without the consent of each Holder of each an outstanding Note affected).Note, an amendment or waiver under this Section 9.02 may not:

Appears in 2 contracts

Samples: Indenture (GameStop Corp.), Indenture (GameStop Corp.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerIssuers, the Guarantors and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 3.09, 4.10 and 4.15 hereof) and the Notes and the Note Guarantees with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any), including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04and, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any), including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of. However, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (Holly Energy Partners Lp), Indenture (Holly Energy Partners Lp)

With Consent of Holders of Notes. (a) Subject to Except as otherwise provided in this Section 6.07 and Section 9.02(b)9.02, this Indenture, the IssuerNotes, the Guarantors and Collateral Agreements or the Trustee, together, Note Guarantees may be amended or supplemented with the written consent of the Holder Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event of Default or compliance with any provision of this Indenture, the Notes, the Note Guarantees and the Collateral Agreements may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the . Section 2.08 hereof shall determine which Notes without notice are considered to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision be “outstanding” for purposes of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without Section 9.02. Without the consent of the each Holder of each outstanding Note Notes affected)., an amendment, supplement or waiver may not:

Appears in 2 contracts

Samples: Indenture (Taseko Mines LTD), Indenture (Taseko Mines LTD)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.2, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture or the Notes, togetheras applicable, with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend and, subject to Sections 6.4 and 6.7 hereof, any existing Default or supplement this Indenture Event of Default (other than an Event of Default in the payment of the principal of, premium, or interest (including Additional Interest), if any, on the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of). However, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affected)., an amendment or waiver may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (Caraustar Industries Inc), Caraustar Industries Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitationincluding Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of each Holder affected (whether in the Holder aggregate holding a majority in principal amount of each outstanding Note affectedNotes or not)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (Cascades Inc), www.cascades.com

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors this Indenture and the Trustee, together, Notes may be amended or supplemented with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on the Notes Notes, except a payment default resulting solely from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot or the Notes may be modified waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes, including Additional Notes, if any, voting as a single class (including consents obtained in connection with a tender offer or amended exchange offer for, or purchase of, the Notes). However, without the consent of the each Holder of each outstanding Note affected)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (Grant Prideco Inc), A 1 Homes Group Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b9.02, the Company, the Guarantors (if any), the IssuerTrustee and the Collateral Agent, as applicable, may amend or supplement this Indenture (including, without limitation, Sections 4.10, 4.15 and 4.16), the Guarantors and Notes, the TrusteeNote Guarantees, togetherthe Collateral Documents and, with the written consent of the Holder or required lenders under the Revolving Credit Facility, the Intercreditor Agreement with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice ), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other Holders (except than a default Default or Event of Default in respect of the payment of the principal of, premiumpremium or Special Interest, if any, or interest on on, the Notes Notes, except a payment default resulting solely from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot Indenture, the Notes, the Note Guarantees or, subject to the Intercreditor Agreement, the Collateral Documents may be modified or amended without waived with the consent of the Holder Holders of each a majority in aggregate principal amount of the then outstanding Note affectedNotes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes).

Appears in 2 contracts

Samples: Alon Refining Krotz (Alon Refining Krotz Springs, Inc.), Alon Refining Krotz (Alon USA Energy, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany and the Trustee may amend or supplement this Indenture (including, without limitation, Sections 3.09, 4.10 and 4.15 hereof) and the Notes, the Guarantors Subsidiary Guarantees and the Trustee, together, Security Documents with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend and, subject to Sections 6.04 and 6.07 hereof, any existing Default or supplement Event of Default (other than a Default or Event of Default in the payment of the principal of, premium or interest, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04Notes, the Holder Subsidiary Guarantees or the Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).

Appears in 2 contracts

Samples: Indenture (Par Pacific Holdings, Inc.), Indenture (Par Pacific Holdings, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (Videotron Ltee), Subordination Agreement (Quebecor Media Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company and the Trustee may amend or supplement this Indenture (a) Subject to including Section 6.07 3.09, 4.10 and Section 9.02(b4.15 hereof), the Issuer, the Guarantors Note Guarantees and the Trustee, together, Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on the Notes Notes, except a payment default resulting from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot Indenture, the Note Guarantees or the Notes may be modified or amended without waived with the consent of the Holder Holders of each a majority in principal amount of the then outstanding Note affected).Notes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a tender offer or exchange offer for, or purchase of,

Appears in 2 contracts

Samples: Macdermid Inc, Nexstar Broadcasting of the Wichita Falls LLC

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.08 and 6.13, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Indenture (General Growth Properties, Inc.), Indenture (Rouse Co LP)

With Consent of Holders of Notes. (a) Subject to Section 6.07 and Section 9.02(b)The Company, the IssuerSubsidiary Guarantors, the Guarantors if any, and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 3.08, 4.10 and 4.14 hereof) and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including, without limitation, Additional Notes, if any) then outstanding Outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend and, subject to Sections 6.04 and 6.07 hereof, any existing Default or supplement this Indenture Event of Default (other than a Default or Event of Default in the Notes without notice to payment of the principal of, or any other Holders. Subject to Section 6.04premium or interest on, the Holder or Holders of Notes, except a majority in aggregate principal amount of the Notes then outstanding may waive any existing payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then Outstanding Notes, including Additional Notes, if any (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended ); provided that without the consent of the each Holder of each outstanding Note affected)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: Medco Health Solutions Inc, Medco Health Solutions Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest or Special Interest, if any, on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitationincluding Additional Notes, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 2 contracts

Samples: S&c Resale Co, S&c Resale Co

With Consent of Holders of Notes. (a) Subject to Section 6.07 The Company and Section 9.02(b)the Trustee may amend or supplement this Indenture, the Issuer, Notes or the Guarantors and the Trustee, together, Collateral Documents or any amended or supplemental Indenture with the written consent of the Holder or Holders of Notes of at least a majority in aggregate principal amount of the Notes then outstanding (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive and any existing default Default and its consequences or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor the Notes). Notwithstanding the foregoing, (a) Sections 3.09, 4.10, 4.15 and 4.21 of this Indenture (including, in each case, the related definitions) may not be amended or waived without the written consent of at least 66-2/3% in principal amount of the Notes then outstanding (including consents obtained in connection with a tender offer or exchange offer for the Notes) without notice to any other Holders and (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended b) without the consent of the each Holder affected, an amendment or waiver may not (with respect to any Notes held by a non-consenting Holder of each outstanding Note affected).Notes):

Appears in 2 contracts

Samples: Escrow Agreement (Echostar DBS Corp), Echostar DBS Corp

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 4.10 and 4.13 hereof), the Notes and the Note Guarantees with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07 hereof, any existing Default or Event of Default or compliance with any provision of this Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). However, may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Supplemental Indenture (Jagged Peak Energy Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest or Special Interest, if any, on the Notes) or compliance with any provision of this Indenture or the Notes (including, except for certain covenants and provisions of this Indenture which cannot be amended without limitation, the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: S&c Holdco 3 Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany, any Guarantor, any other obligor under the Notes and the Trustee may amend or supplement this Indenture, the Guarantors Notes, the Subordination Agreement and the Trustee, together, Security Documents with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section Sections 2.10 and 6.04, the Holder or Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) may waive any existing Default or Event of Default or compliance by the Company with any provision of this Indenture, the Subordination Agreement, the Security Documents or the Notes without notice to any other Holders (except a default in respect of the payment of principal ofHolder. However, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affectedaffected (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Uno of Victor, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Section 3.09, 4.10 and 4.15 hereof) and the Notes (including the Subsidiary Guarantees) with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the outstanding Notes then outstanding (including Additional Notes and PIK Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, and premium, if any, or interest on the Notes Notes, except a payment default resulting from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot Indenture, the Subsidiary Guarantees or the Notes (including the obligation of the Company to make an offer to repurchase the Notes as a result of a Change of Control) may be modified or amended without waived with the consent of the Holder Holders of each a majority in principal amount of the then outstanding Note affected).Notes (including Additional Notes or PIK Notes, if any) voting as a single class (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the

Appears in 1 contract

Samples: Forbearance Agreement (Lbi Media Holdings Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Issuers, Holdings (a) Subject with respect to Section 6.07 and Section 9.02(bthe Holdings Guarantee or this Indenture), any Note Guarantor (with respect to its Note Guarantee or this Indenture) and the IssuerTrustee may amend or supplement this Indenture, any Note Guarantee, the Guarantors Holdings Guarantee and the Trustee, together, Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section Sections 6.02 and 6.04, any existing Default or Event of Default (other than a Default or Event of Default in the Holder or Holders of a majority in aggregate principal amount payment of the Notes then outstanding may waive any existing principal of, premium or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees, the Holdings Guarantee or the Notes (including, without limitation, consents obtained in connection may be waived with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).the

Appears in 1 contract

Samples: Indenture (Realogy Group LLC)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, and subject to the Intercreditor Agreement, the Company and the Trustee may amend or supplement this Indenture (a) Subject to including, without limitation, Section 6.07 3.09, 4.10 and Section 9.02(b4.14 hereof), the IssuerCollateral Documents, the Guarantors Intercreditor Agreement or the Notes and the Trustee, together, Note Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or and, subject to Sections 6.04 and 6.07 hereof and subject to the Notes without notice to any other Holders. Subject to Section 6.04Intercreditor Agreement, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Collateral Documents, the Intercreditor Agreement or the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).Guarantees

Appears in 1 contract

Samples: Indenture (Vector Group LTD)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)8.02, the IssuerCompany, any Guarantor, any other obligor under the Guarantors Notes and the Trustee, together, Trustee may amend or supplement the Indenture (including this Supplemental Indenture) or the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.04 and Section 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this the Indenture with respect to the Notes or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (includingincluding Additional Notes, without limitation, if any) (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of). However, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).affected thereby, an amendment, supplement or waiver under this Section 8.02 may not:

Appears in 1 contract

Samples: Supplemental Indenture (Laredo Petroleum Holdings, Inc.)

With Consent of Holders of Notes. (a) Subject to Section 6.07 and Section 9.02(b)Except as provided below in this Section, the IssuerCompany and the Trustee may amend or supplement this Indenture, the Guarantors Security Documents and the Trustee, together, Notes with the written consent of the Holder or Holders of a majority at least 66.7% in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (7 Days Group Holdings LTD)

With Consent of Holders of Notes. (a) Subject to Except as provided in this Section 6.07 and Section 9.02(b)9.02, this Indenture, the Issuer, Notes or the Guarantors and the Trustee, together, Note Guarantees may be amended or supplemented with the written consent of the Holder Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without Without the consent of the each Holder affected thereby, no amendment, supplement or waiver, including a waiver in relation to a past Event of each outstanding Note affected).Default, may:

Appears in 1 contract

Samples: Indenture (Teleflex Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend and, subject to Sections 6.04 and 6.07, any existing Default or supplement Event of Default (except a continuing Default or Event of Default (i) in the payment of principal, premium, if any, or interest, including Special Interest, if any, on, the Notes and (ii) in respect of a covenant or provision which under this Indenture cannot be amended without the consent of each Holder) or compliance with any provisions of this Indenture and the Notes without notice to any other Holders. Subject to Section 6.04, may be waived with the Holder or consent of the Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not:

Appears in 1 contract

Samples: Indenture (Neenah Paper Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Issuer and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest interest, if any, on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Hli Operating Co Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Section 3.09, 4.10 and 4.15 hereof) and the Notes and the Note Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend and, subject to Sections 6.04 and 6.07 hereof, any existing Default or supplement this Indenture Event of Default (other than a Default or Event of Default in the Notes without notice to any other Holders. Subject to Section 6.04payment of the principal of, premium, if any, or interest on, the Holder or Holders of Notes, except a majority in aggregate principal amount of the Notes then outstanding may waive any existing payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).or

Appears in 1 contract

Samples: Mortgage, Security Agreement (Titan International Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, togetheror the Collateral Agent, as applicable, may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of the principal of, premium, if any, or interest interest, on the Notes Notes, (ii) an Event of Default specified in clause (f) or (g) of Section 6.01 hereof and (iii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment, supplement or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Homer City Generation, L.P.)

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With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Issuers, each Guarantor party thereto, if any, and the Trustee and/or Collateral Agent, as applicable, may amend or supplement this Indenture (a) Subject to Section 6.07 including Sections 3.09, 4.10 and Section 9.02(b4.16 hereof), the IssuerNote Guarantees, the Guarantors Notes and the Trustee, together, any Security Document with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on the Notes Notes, except a payment default resulting from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot Indenture, the Note Guarantees, the Notes or the Security Documents may be modified or amended without waived with the consent of the Holder Holders of each a majority in principal amount of the then outstanding Note affectedNotes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Samples: Indenture (Nexstar Broadcasting Group Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)10.02, the Issuer, the Guarantors this Indenture and the Trustee, together, Notes may be amended or supplemented with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on the Notes Notes, except a payment default resulting solely from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot or the Notes may be modified waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class (including consents obtained in connection with a tender offer or amended exchange offer for, or purchase of, the Notes). However, without the consent of the each Holder of each outstanding Note affected)., an amendment or waiver under this Section 10.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Grant Prideco Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany and the Trustee may amend or supplement this Indenture, the Guarantors Subsidiary Guarantees and the Trustee, together, Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.04 and Section 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premiumpremium and Special Interest, if any, or interest on the Notes Notes, except a payment default resulting from an acceleration that has been rescinded or arising from a covenant failure to purchase any Note tendered pursuant to an Offer to Purchase) or compliance with any provision of this Indenture which cannot Indenture, the Subsidiary Guarantees or the Notes may be modified or amended without waived with the consent of the Holder Holders of each a majority in principal amount of the then outstanding Note affectedNotes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Samples: Indenture (Russel Metals Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors SFC and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject and, subject to Section 6.046.04 and Section 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default (except a continuing Default or Event of Default in the payment of principal, premium, if any, or interest or Special Interest, if any, on the Notes) or compliance with any provision of this Indenture or the Notes (includingexcept for certain covenants and provisions of this Indenture which cannot be amended without the consent of each Holder) may be waived with the consent of the Holders of a majority in principal amount of the Notes, without limitation, then outstanding voting as a single class (including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without ). Without the consent of the Holder of each outstanding Note affected).Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Monitoring and Oversight Agreement (S&c Holdco 3 Inc)

With Consent of Holders of Notes. (a) Subject to ​ Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment ) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. ​ Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder): ​

Appears in 1 contract

Samples: Subordination Agreement (Videotron Ltee)

With Consent of Holders of Notes. (a) Subject to Except as provided in Section 6.07 9.01 hereof and Section 9.02(bin paragraphs (b), the Issuer(c) and (d) of this Section 9.02, the Guarantors Issuers and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 3.09, 4.11, 4.12 and 4.17 hereof) and the Notes, the Note Guarantees and the Collateral Documents with the written consent of the Holder Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).

Appears in 1 contract

Samples: Great Wolf Lodge (Great Wolf Resorts, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company and the Trustee may amend or supplement this Indenture (a) Subject including, without limitation, Sections 3.01, 3.03, 3.07 (regarding when notice of redemption is to Section 6.07 and Section 9.02(bbe provided), the Issuer3.09, the Guarantors 4.10 and 4.14 hereof) and the Trustee, together, Notes and the Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend and, subject to Sections 6.04 and 6.07 hereof, any existing Default or supplement this Indenture Event of Default (other than a Default or Event of Default in the Notes without notice to any other Holders. Subject to Section 6.04payment of the principal of, premium on, if any, or interest on, the Holder or Holders of Notes, except a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Payment Default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Additional Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any) voting as a single class (including, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).limitation, consents

Appears in 1 contract

Samples: Indenture (Six Flags Entertainment Corp)

With Consent of Holders of Notes. (a) Subject to Section 6.07 and Section 9.02(b)Except as provided below in this Section, the IssuerCompany and the Trustee may amend or supplement this Indenture, the Guarantors Security Document and the Trustee, together, Notes with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Tu Guo Shen)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest interest, if any, on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment ) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (La Quinta Properties Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of 64 the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Subordination Agreement (Groupe De Divertissement Superclub Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Section 3.09, 4.10 and 4.15 hereof) and the Notes and the Note Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend and, subject to Sections 6.04 and 6.07 hereof, any existing Default or supplement this Indenture Event of Default (other than a Default or Event of Default in the Notes without notice to any other Holders. Subject to Section 6.04payment of the principal of, premium or Additional Interest, if any, or interest on, the Holder or Holders of Notes, except a majority in aggregate principal amount of the Notes then outstanding may waive any existing payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).with

Appears in 1 contract

Samples: Supplemental Indenture (Cheniere Energy Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany, the Guarantors and the TrusteeTrustee may amend or supplement this Indenture, together, the Notes or the Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest or Additional Interest, if any, on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of each Holder affected)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (GNLV Corp)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany and the Trustee may amend or supplement this Indenture, the Guarantors and Notes or the Trustee, together, Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Prestige Brands Holdings, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture (including, togetherwithout limitation, Sections 3.09, 4.10 and 4.15 hereof) and the Notes, Note Guarantees with the written consent of the Holder Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium or Special Interest, if any, or interest on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice to any other Holders. Subject to Section 6.04, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default or compliance with any provision of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the Holder of each outstanding Note affected).

Appears in 1 contract

Samples: Indenture (Global Crossing LTD)

With Consent of Holders of Notes. (a) Subject to Except as provided -------------------------------- below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the TrusteeTrustee may amend or supplement this Indenture (including Sections 3.09, together, 4.10 and 4.14 hereof) and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (including Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, the Notes). Without the consent of at least 662/3% in aggregate principal amount of the Notes then outstanding (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice ), no waiver or amendment to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without may make any change in the consent of the Holder of each outstanding Note affected).provisions of

Appears in 1 contract

Samples: Just for Feet Specialty Stores Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Company and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (a) the payment of principal ofprincipal, premium, if any, or interest interest, including Special Interest, if any, on the Notes or and (b) respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, then outstanding Note voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes). Without the consent of each Holder affected)., an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Novelis Inc.

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors Co-Issuers and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.08 and 6.13, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: General Growth Properties Inc

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the Issuer, the Guarantors HLI and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest interest, if any, on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Hayes Lemmerz International Inc

With Consent of Holders of Notes. (a) Subject to Except as provided above in Section 6.07 9.01 and below in this Section 9.02(b)9.02, the IssuerIssuers, the Guarantors Guarantors, the Trustee and the Collateral Trustee, togetheras applicable, may amend or supplement this Indenture, the Notes, the Junior Lien Collateral Documents and the other Junior Lien Documents with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer forfor Notes), the Notes) without notice in each case, in addition to any required consent of holders of other Holders (except Junior Lien Obligations with respect to any amendment or waiver under any Junior Lien Document also constituting a default in respect of the payment of principal ofJunior Lien Document. However, premium, if any, or interest on the Notes or a covenant or provision of this Indenture which cannot be modified or amended without the consent of the each Holder of each outstanding Note affected)., an amendment, supplement or waiver may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Martin Midstream Partners L.P.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.02, the IssuerCompany and the Trustee may amend or supplement this Indenture (including Section 3.09, 4.10 and 4.15 hereof) , the Guarantors Subsidiary Guarantees and the Trustee, together, Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes (including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture Default (other than a Default or the Notes (including, without limitation, consents obtained Event of Default in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders (except a default in respect of the payment of the principal of, premium, if any, or interest on the Notes Notes, except a payment default resulting from an acceleration that has been rescinded) or a covenant or compliance with any provision of this Indenture which cannot Indenture, the Subsidiary Guarantees or the Notes may be modified or amended without waived with the consent of the Holder Holders of each a majority in principal amount of the then outstanding Note affectedNotes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).. Without the consent of at least 75% in principal amount of the Notes then outstanding (including consents obtained in connection with a tender offer or exchange offer for, or 58

Appears in 1 contract

Samples: Indenture (Pacific Environmental Group Inc /Pa)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)9.2, the IssuerCompany, the Guarantors a Guarantor and the Trustee, together, Trustee may amend or supplement this Indenture and the Notes with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes Notes, including Additional Notes, if any, then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer Exchange Offer for, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.4 and 6.7 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default (i) in respect of the payment of principal ofprincipal, premium, if any, or interest interest, if any, on the Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or the Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes, including Additional Notes, if any, then outstanding Note affectedvoting as a single class (including consents obtained in connection with a purchase of, or tender offer or Exchange Offer for, the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 9.2 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Indenture (Aerojet Ordnance Tennessee Inc)

With Consent of Holders of Notes. (a) Subject to Except as provided in Section 6.07 9.1 hereof and as provided below in this Section 9.02(b)9.2, the Issuer, the Guarantors Company and the TrusteeTrustee may amend, together, supplement or waive any provision of this Indenture or the Notes or the Guarantees with the written consent of the Holder or Holders of at least a majority in aggregate principal amount of the Notes then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.4 and 6.7 hereof, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or Event of Default or compliance with any provision of this Indenture or the Notes or the Guarantees may be waived by the consent of the Holders (other than the Company and its Affiliates) of a majority in aggregate principal amount of the then outstanding Notes voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice ). Section 2.8 hereof shall determine which Notes are considered to any other Holders (except a default in respect of the payment of principal of, premium, if any, or interest on the Notes or a covenant or provision be “outstanding” for purposes of this Indenture which cannot be modified or amended without Section 9.2. Without the consent of the each Holder of each outstanding Note affected)., an amendment or waiver under this Section 9.2 may not:

Appears in 1 contract

Samples: Supplemental Indenture (Local Insight Yellow Pages, Inc.)

With Consent of Holders of Notes. (a) Subject to Except as provided below in this Section 6.07 and Section 9.02(b)8.02, the IssuerCompany and the Trustee may amend or supplement this Indenture, the Guarantors Security Documents and the TrusteeNotes, togetheras to a single maturity or as to all of the Notes, with the written consent of the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding to be affected thereby voting as a single class (including, without limitation, including consents obtained in connection with a purchase of, of or tender offer or exchange offer for, for the Notes), may amend or supplement this Indenture or the Notes without notice and, subject to any other Holders. Subject to Section 6.04Sections 6.04 and 6.07, the Holder or Holders of a majority in aggregate principal amount of the Notes then outstanding may waive any existing default Default or compliance with any provision Event of this Indenture or the Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes) without notice to any other Holders Default (except a default continuing Default or Event of Default in respect of (i) the payment of principal ofprincipal, premium, if any, or interest on the such Notes or and (ii) in respect of a covenant or provision of which under this Indenture which cannot be modified or amended without the consent of the Holder of each Note affected by such modification or amendment) or compliance with any provision of this Indenture or such Notes may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Note affectedto be affected thereby voting as a single class (including consents obtained in connection with a purchase of or tender offer or exchange offer for the Notes).. Without the consent of each Holder, an amendment or waiver under this Section 8.02 may not (with respect to any Notes held by a non-consenting Holder):

Appears in 1 contract

Samples: Harbin Electric, Inc

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