Common use of With Consent of Holders Clause in Contracts

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyIssuers, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsIssuers, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Issuers and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company Issuers or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company Partnership or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of each series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company Partnership or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee may, but shall not be obligated to, join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section 9.02 may not:not (with respect to any Notes held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors any Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of each series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the Subsidiary Guarantors any Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Debt Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesDebt Securities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Debt Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesDebt Securities of each series affected by such amendment or supplement. Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Debt Securities of one or more series or of all series may waive compliance in a particular instance by the Company Partnership or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Debt Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Debt Securities of such series or a solicitation of consents in respect of SecuritiesDebt Securities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Debt Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities of any series with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesSecurities of each series affected by such amendment or supplement, considered together as a single class. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities of all series affected thereby, considered together as a single class, may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities of any series (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution resolution of the Company Board of Directors and of the board of directors, board of trustees or managing partners of each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyIssuers, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of each series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsIssuers, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Issuers and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company Issuers or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided in Section 8.01 or below in this Section 9.028.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for such Securities or a solicitation of consents in respect of such Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the Securities then outstanding affected thereby. The Holders of a majority in aggregate principal amount of the Securities then outstanding may waive compliance in a particular instance by the Company or the Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for such Securities or a solicitation of consents in respect of such Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding on equal terms). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, Guarantors and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of any supplemental indenture entered into to effect any such supplemental indentureamendment, supplement or waiver. After an amendment, supplement or waiver under this Section 8.02 becomes effective, the Company shall send to the Holders of the Securities affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to send such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such amendment, supplement or waiver. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without Without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 8.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Guarantor, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership, the Guarantor and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company Partnership, the Guarantor or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities of any series with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesSecurities of each series affected by such amendment or supplement, considered together as a single class. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities of all series affected thereby, considered together as a single class, may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities of any series (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.0210.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depository or such other depository institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.0610.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Companythis Indenture, the Subsidiary Guarantors and the Trustee may amend this Indenture Securities or the Securities Guarantee may be amended or supplemented, with the written consent of the Holders of at least 51% in principal amount of the then outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.06 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless, in the Trustee's reasonable discretion, such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the at least 51% in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer for Securities) or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms)any existing default. However, without the consent of each Holder affected, an amendment or waiver under this Section may not:not (with respect to any Securities held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver relating to the outstanding Securities of a particular series under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture with respect to the Securities of a series or the Securities of any series with the written consent (including consents obtained in connection with a tender offer or exchange offer for the Securities of such series or a solicitation of consents in respect of Securitiesthe Securities of such series, provided that in each case such offer or solicitation is made to all Holders of the Securities of such series then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the outstanding SecuritiesSecurities of such series then outstanding. Upon the request of the Company and the Subsidiary Guarantors, if any, accompanied by a Board Resolution resolution of the Company Board of Directors and of the board of directors, board of trustees or managing partners of each Subsidiary Guarantor Guarantor, if any, authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors Guarantors, if any, in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the Securities of any series then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for the Securities of such series or a solicitation of consents in respect of Securitiesthe Securities of such series, provided that in each case such offer or solicitation is made to all Holders of the Securities of such series then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, Partnership and the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company Partnership or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the each Subsidiary Guarantors Guarantor and the Trustee may amend this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the each Subsidiary GuarantorsGuarantor, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee may, but shall not be obligated to, join with the Company and the each Subsidiary Guarantors Guarantor in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section 9.02 may not:not (with respect to any Notes held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company Partnership or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyIssuer, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsIssuer, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Issuer and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company Issuer or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of Securities, provided that in each case such offer Securities of any one or solicitation is made to more series or all Holders of then outstanding Securities on equal terms) series of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesSecurities of each series affected by such amendment or supplement (acting as one class)). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the Subsidiary Guarantors any Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantors, if any, and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of Securities, provided that in each case such offer Securities of any one or solicitation is made to more series or all Holders of then outstanding Securities on equal termsseries) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of Securities, provided that in each case Securities of such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsseries). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver relating to the outstanding Securities of a particular series under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such that offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of that offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by that amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such that amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such that consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series affected (acting as one class) may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of that series (including waivers obtained in connection with a tender offer or exchange offer for Securities of that series or a solicitation of consents in respect of SecuritiesSecurities of that series, provided that in each case such that offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof that series (but the terms of that offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. (a) For purposes of the Notes only, and not for purposes of any other Securities, Section 9.02 of the Base Indenture shall be amended and restated as follows and, as so amended and restated, shall apply to the Notes: “Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or a solicitation of consents in respect of Securities, provided that in each case such offer Securities of any one or solicitation is made to all Holders of then outstanding Securities on equal termsmore series) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of all series affected by such waiver may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of Securities, provided that in each case Securities of such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsseries). However, without the consent of each Holder of each outstanding Security affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyPartnership, the Guarantor, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsPartnership, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Partnership, the Guarantor and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company Partnership, the Guarantor or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.029.2, the Company, the Subsidiary Guarantors Company and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.6, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, (a) without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of Securities, provided that in each case such offer Securities of any one or solicitation is made to more series or all Holders of then outstanding Securities on equal termsseries) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of Securities, provided that in each case Securities of such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsseries). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyIssuer, the Subsidiary Guarantors any Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsIssuer, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Issuer and the Subsidiary Guarantors each Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company Parent, any Exchange Securities Issuer or the Subsidiary Guarantors any Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.028.2, the Company, the Subsidiary Guarantors Company and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.6, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, Section 10.13 and Section 12.13, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities Notes with the written consent (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for Securities for, Notes, or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.067.02(b), the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including including, without limitation, waivers obtained in connection with a purchase of, or tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section 9.02 may not:not (with respect to any Notes held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.0210.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Note shall be deemed to include any consent delivered by any member of, or participant in, the Depository or such other depository institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.0610.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors The Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for the Securities or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of then then-outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then-outstanding Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.067.05, the Trustee shall shall, subject to Section 7.05, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 7.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then-outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for the Securities or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of the then then-outstanding Securities on equal termsSecurities). HoweverThe right of any Holder to participate in any consent required or sought pursuant to any provision of this Indenture (and the obligation of the Company to obtain any such consent otherwise required from such Holder) may be subject to the requirement that such Holder shall have been the Holder of record of the Securities with respect to which such consent is required or sought as of a date identified by the Company in a notice furnished to Holders in accordance with the terms of this Indenture. After an amendment, without the consent of each Holder affected, an amendment supplement or waiver under this Section may 7.02 becomes effective, the Company shall mail to the Holders of the Securities a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not:, however, in any way impair or affect the validity of any such amendment, supplement or waiver.

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors The Company and the Trustee may amend or supplement this Indenture or the Securities Notes or any amended or supplemental Indenture with the written consent of the Holders of not less than a majority in aggregate principal amount of the Notes then outstanding (including including, without limitation, consents obtained in connection with a purchase of, or, tender offer or exchange offer for Securities or a solicitation of consents in respect of Securitiesfor, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding SecuritiesNotes). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such amended or supplemental indentureIndenture, and upon the filing with the Trustee of evidence satisfactory to the Trustee of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such amended or supplemen- tal Indenture unless such amended or supplemental indentureIndenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its sole discretion, but shall not be obligated to, enter into such amended or supplemental Indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:.

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. 47 It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series (acting as one class) may waive compliance in a particular instance by the Company or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or Indenture, the Securities or any Security Document with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the one-half in aggregate principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or Indenture, the Securities or any Security Document (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and a resolution of the board of directors, board of trustees or managing partners of each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee may, but shall not be obligated to, join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depository or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.0210.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsNotes) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesNotes affected by such amendment or supplement, considered together as a single class. For purposes of this Indenture, the consent of the Holder of a Global Note shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers' Certificate described in Section 9.0610.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsNotes). However, without Without the consent of each Holder affectedthe Holders of majority in aggregate principal amount of the outstanding Notes affected thereby, an no amendment or waiver under this Section may notmay:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depository or such other depository institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and a resolution of the board of directors, board of trustees or managing partners of each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee may, but shall not be obligated to, join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.0210.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or [[NYCORP:2552346v6:4259b:11/07/05--10:59 p]] solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.0610.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities may be amended or supplemented with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the 51% in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Subordinated Debenture Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Subordinated Debenture Trustee of the Opinion of Counsel documents described in Section 9.069.06 hereof, the Subordinated Debenture Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Subordinated Debenture Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Subordinated Debenture Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the 51% in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or an exchange offer for Securities Securities) or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms)any existing default. However, without the consent of each Holder affected, an amendment or waiver under this Section may not:not (with respect to any Securities held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or with respect to the Securities of any series with the written consent (including consents obtained in connection with a tender offer or exchange offer for the Securities of such series or a solicitation of consents in respect of Securitiesthe Securities of such series, provided that in each case such offer or solicitation is made to all Holders of the Securities of such series then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the Securities of such series then outstanding Securitiesaffected thereby. Upon the request of the Company and the Subsidiary Guarantors, Guarantor accompanied by a resolution of the Board Resolution of Directors of each of the Company and each Subsidiary of the Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06, the Trustee shall join with the Company and the Subsidiary Guarantors Guarantor in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the Securities of any series then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for the Securities of such series or a solicitation of consents in respect of Securitiesthe Securities of such series, provided that in each case such offer or solicitation is made to all Holders of the Securities of such series then outstanding Securities on equal terms). However, without Without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 8.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of each series affected by such amendment or supplement. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such that offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of that offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by that amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such that amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such that consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of that series (including waivers obtained in connection with a tender offer or exchange offer for Securities of that series or a solicitation of consents in respect of SecuritiesSecurities of that series, provided that in each case such that offer 44 50 or solicitation is made to all Holders of the then outstanding Securities on equal termsof that series (but the terms of that offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.029.2, the Company, the Subsidiary Guarantors Company and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.6, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for the Securities -39- or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the Securities then outstanding Securitiesaffected thereby. Upon the request of the Company and the Subsidiary Guarantors, Guarantor accompanied by a resolution of the Board Resolution of Directors of each of the Company and each Subsidiary the Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06, the Trustee shall join with the Company and the Subsidiary Guarantors Guarantor in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for the Securities or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding Securities on equal terms). However, without Without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 8.02 may not:

With Consent of Holders. Except as provided below in this Section 9.0210.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depository or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.0610.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for the Securities or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the Securities then outstanding Securitiesaffected thereby. Upon the request of the Company and the Subsidiary Guarantors, Guarantors accompanied by a resolution of the Board Resolution of Directors of each of the Company and each Subsidiary Guarantor the Guarantors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for the Securities or a solicitation of consents in respect of the Securities, provided that in each case such offer or solicitation is made to all Holders of the Securities then outstanding Securities on equal terms). However, without Without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 8.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities of any series with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesSecurities of each series affected by such amendment or supplement, considered together as a single class. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the written request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities of all series affected thereby, considered together as a single class, may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities of any series (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the <PAGE> 58 Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee may, but shall not be obligated to, join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section 9.02 may not:not (with respect to any Notes held by a non-consenting Holder):

With Consent of Holders. Except as otherwise provided below in this Section 9.02herein, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities may be amended or supplemented with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding (including consents obtained in connection with a tender offer or exchange offer for such Securities), and any existing default or compliance with any provision of this Indenture or the Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) may be waived with the consent of the Holders of at least a majority of the in principal amount of the then outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for such Securities). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a resolution of its Board Resolution of the Company and each Subsidiary Guarantor Directors authorizing the execution of any such amended or supplemental indenture, and upon the filing with the Trustee of evidence satisfactory to the Trustee of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.6 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such amended or supplemental indenture unless such amended or supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such amended or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.2 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of SecuritiesAfter an amendment, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment supplement or waiver under this Section may not:becomes effective, the Company shall mail to

With Consent of Holders. Except as provided below in this Section 9.028.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution copy of the Company resolution of the Board of Directors and of the board of directors, board of trustees or managing partners of each Subsidiary Guarantor authorizing giving the execution of any signing officer's authority to execute such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.068.06 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 8.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the two-thirds in aggregate principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantors, the Trustee and the Trustee Collateral Trustee, if applicable, may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesSecurities then outstanding. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the written request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee and the Collateral Trustee, if applicable, of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee and the Collateral Trustee, if applicable, shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Issuer and the Trustee may amend amend, supplement or otherwise modify this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Debt Securities of any one or more series or all series or a solicitation of consents in respect of Securities, provided that in each case such offer Debt Securities of any one or solicitation is made to more series or all Holders of then outstanding Securities on equal termsseries) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesDebt Securities of each series affected by such amendment, supplement or other modification. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, Issuer and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company Issuer and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Except as provided below in this Section 9.02, the Holders of a majority of the in principal amount of the then outstanding Debt Securities may of any series may, on behalf of the Holders of all Debt Securities of that series, waive compliance in a particular instance by the Company Issuer or the any Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Debt Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Debt Securities of such series or a solicitation of consents in respect of Securities, provided that in each case Debt Securities of such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsseries). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Companythis Indenture, the Subsidiary Guarantors and the Trustee may amend this Indenture Securities or the Securities Guarantee may be amended or supplemented, with the written consent of the Holders of at least a 73 majority in principal amount of the then outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution resolution of the Company and each Subsidiary Guarantor Board of Directors authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.06 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of at least a majority of the in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer for Securities) or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms)any existing default. However, without the consent of each Holder affected, an amendment or waiver under this Section may not:not (with respect to any Securities held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of Resolution, and the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureGuarantor, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture Indenture, the Securities or the Securities Pledge Agreement with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the one-half in aggregate principal amount of the then outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture Indenture, the Securities or the Securities Pledge Agreement (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities Notes with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities Notes on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the then outstanding SecuritiesNotes. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall will join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the then outstanding Securities Notes may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities Notes (including waivers obtained in connection with a tender offer or exchange offer for Securities Notes or a solicitation of consents in respect of SecuritiesNotes, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities Notes on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section 9.02 may not:not (with respect to any Notes held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of 50 Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.029.2, the Company, the Subsidiary Guarantors Company and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in principal amount of the then outstanding Securities. The Holders of a majority in principal amount of the Securities then outstanding may, or the Trustee with the written consent of the Holders of at least a majority in principal amount of the then outstanding Securities may, waive compliance in a particular instance by the Company with any provision of this Indenture or the Securities. Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a resolution of its Board Resolution of the Company and each Subsidiary Guarantor Directors authorizing the execution of any such supplemental indentureSupplemental Indenture, and upon the filing with the Trustee of evidence satisfactory to the Trustee of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.069.6 hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indentureSupplemental Indenture unless such Supplemental Indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such Supplemental Indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The After an amendment or waiver under this Section becomes effective, the Company shall mail to the Holders of each Security affected thereby a notice briefly describing the amendment or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such Supplemental Indenture or waiver. Subject to Sections 6.4 and 6.7 hereof, the Holders of a majority of the in principal amount of the Securities then outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided provided, however, that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:not (with respect to any Securities held by a non-consenting Holder):

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of Securities, 37 Securities of any one or more series or all series; provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of Securities, Securities of such series; provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver relating to the outstanding Securities of a particular series under this Section 9.02 may not: (1) reduce the amount of Securities whose Holders must consent to an amendment, supplement or waiver; (2) reduce the rate of or change the time for payment of interest, including default interest, on any Security; (3) reduce the principal of any Security or change its Stated Maturity; (4) reduce the premium, if any, payable upon the redemption of any Security or change the time at which any Security may or shall be redeemed; (5) change any obligation of the Guarantor to pay Additional Amounts with respect to any Security; (6) change the coin or currency or currencies (including composite currencies) in which any Security, or any premium, interest or Additional Amounts with respect thereto, are payable; (7) impair the right to institute suit for the enforcement of any payment of the principal of, premium (if any) or interest on or any Additional Amounts with respect to any Security pursuant to Sections 6.07 and 6.08, except as limited by Section 6.06; (8) make any change in the percentage of principal amount of Securities necessary to waive compliance with certain provisions of this Indenture pursuant to Section 6.04 or 6.07 or make any change in this sentence of Section 9.02; (9) modify the provisions in this Indenture with respect to the subordination of any Security in a manner adverse to the rights of Holders in any material respect; or (10) waive a continuing Default or Event of Default in the payment of the principal of, premium (if any) or interest on or any Additional Amounts with respect to the Securities. A supplemental indenture that changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Holders of Securities of such series with respect to such covenant or other provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. The right of any Holder to participate in any consent required or sought pursuant to any provision of this Indenture (and the obligation of the Company or the Guarantor to obtain any such consent otherwise required from such Holder) may be subject to the requirement that such Holder shall have been the Holder of record of any Securities with respect to which such consent is required or sought as of a date identified by the Company or the Guarantor in a notice furnished to Holders in accordance with the terms of this Indenture. After an amendment, supplement or waiver under this Section may 9.02 becomes effective, the Company shall deliver to the Holders of each Security affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to deliver such notice, or any defect therein, shall not:, however, in any way impair or affect the validity of any such amendment, supplement or waiver.

With Consent of Holders. Except as provided below in this Section 9.02, the CompanyObligors, the Subsidiary Guarantors Trustee and the Trustee Collateral Trustee, if applicable, may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the in aggregate principal amount of the outstanding SecuritiesSecurities then outstanding. For purposes of this Indenture, the consent of the Holder of a Global Security shall be deemed to include any consent delivered by any member of, or participant in, the Depositary or such other depositary institution hereinafter appointed by the Company by electronic means in accordance with the Automated Tender Offer Procedures system or other customary procedures of, and pursuant to authorization by, such entity. Upon the written request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee and the Collateral Trustee, if applicable, of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel and Officers’ Certificate described in Section 9.06, the Trustee and the Collateral Trustee, if applicable, shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in aggregate principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided PROVIDED that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided PROVIDED that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Company and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of SecuritiesSecurities of any one or more series or all series, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary GuarantorsCompany, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indentureResolution, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series (or of all series with respect to the covenants in Sections 4.07 and 4.08) may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of SecuritiesSecurities of such series, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section 9.02 may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal terms) of the Holders of at least a majority of the principal amount of the outstanding Securities. Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of [[NYCORP:2551417v7:3642W:11/08/05--03:56 p]] Counsel described in Section 9.06, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of such supplemental indenture. It shall not be necessary for the consent of the Holders under this Section to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the principal amount of the outstanding Securities may waive compliance in a particular instance by the Company or the Subsidiary Guarantors with any provision of this Indenture or the Securities (including waivers obtained in connection with a tender offer or exchange offer for Securities or a solicitation of consents in respect of Securities, provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal terms). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver under this Section may not:

With Consent of Holders. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors Guarantor and the Trustee may amend or supplement this Indenture or the Securities with the written consent (including consents obtained in connection with a tender offer or exchange offer for Securities of any one or more series or all series or a solicitation of consents in respect of Securities, Securities of any one or more series or all series; provided that in each case such offer or solicitation is made to all Holders of then outstanding Securities on equal termsof each such series (but the terms of such offer or solicitation may vary from series to series)) of the Holders of at least a majority of the in principal amount of the then outstanding SecuritiesSecurities of all series affected by such amendment or supplement (acting as one class). Upon the request of the Company and the Subsidiary Guarantors, accompanied by a Board Resolution of the Company and each Subsidiary Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders as aforesaid, and upon receipt by the Trustee of the Opinion of Counsel documents described in Section 9.06, the Trustee shall shall, subject to Section 9.06, join with the Company and the Subsidiary Guarantors Guarantor in the execution of such amendment or supplemental indenture. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. The Holders of a majority of the in principal amount of the then outstanding Securities of one or more series or of all series may waive compliance in a particular instance by the Company or the Subsidiary Guarantors Guarantor with any provision of this Indenture or the with respect to Securities of such series (including waivers obtained in connection with a tender offer or exchange offer for Securities of such series or a solicitation of consents in respect of Securities, Securities of such series; provided that in each case such offer or solicitation is made to all Holders of the then outstanding Securities on equal termsof such series (but the terms of such offer or solicitation may vary from series to series)). However, without the consent of each Holder affected, an amendment amendment, supplement or waiver relating to the outstanding Securities of a particular series under this Section 9.02 may not: