Common use of With Consent of the Holders Clause in Contracts

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenture, the Issuer, the Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Intercreditor Agreements and any Security Document with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, the Securities), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and any other Security Document may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities), other than the Securities beneficially owned by the Issuer or its Affiliates. Section 2.09 and Section 12.04 shall determine which Securities are considered to be "outstanding" for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:

With Consent of the Holders. Notwithstanding Except as provided below in this Section 9.01 of this Indenture9.02, the Issuer, the Guarantors, the Trustee Company and the Collateral Trustee may amend or supplement this Indenture, Indenture and the Securities, the Guarantees, the Intercreditor Agreements and any Security Document Debentures may be amended or supplemented with the written consent of the Holders of at least a majority in principal amount of the Securities Debentures including Additional Debentures, if any, then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, or purchase of, the SecuritiesDebentures), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the SecuritiesDebentures, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements Indenture or the Guarantees, the Intercreditor Agreements and any other Security Document Debentures may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (Debentures, including Additional SecuritiesDebentures, if any) , voting as a single class (including consents obtained in connection with the purchase of, or a tender offer or exchange offer for, Securitiesor purchase of, the Debentures). Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, other than and upon the Securities beneficially owned filing with the Trustee of evidence satisfactory to the Trustee of the consent of the Holders as aforesaid, and upon receipt by the Issuer Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company in the execution of such amended or supplemental Indenture unless such amended or supplemental Indenture directly affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its Affiliatesdiscretion, but shall not be obligated to, enter into such amended or supplemental Indenture. Section 2.09 and Section 12.04 It shall determine which Securities are considered to not be "outstanding" necessary for the purposes consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. After an amendment, supplement or waiver under this Section becomes effective, the Company shall mail to the Holders affected thereby 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 amended or supplemental Indenture or waiver. Subject to Sections 6.04 and 6.07 hereof, the Holders of a majority in aggregate principal amount of the Debentures, including Additional Debentures, if any, then outstanding voting as a single class may waive compliance in a particular instance by the Company with any provision of this Section 9.02Indenture or the Debentures. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver under this Section 9.02 may not, not (with respect to any Securities Debentures held by a non-consenting Holder:):

With Consent of the Holders. Notwithstanding Section 9.01 of this IndentureIndenture and subject to Section 9.06, the Issuer, the Guarantors, the Trustee and the Collateral Trustee Agent may amend or supplement this Indenture, the SecuritiesNotes, the Guarantees, the Intercreditor Agreements and Security Documents and/or any Security Document intercreditor agreement with the written consent of the Holders of at least a majority in principal amount of the Securities Notes then outstanding voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the SecuritiesNotes), and, subject to Sections 6.04 and 6.07, any past or existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the SecuritiesNotes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the SecuritiesNotes, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and Security Documents or any other Security Document intercreditor agreement may be waived with the consent of the Holders of a majority in of the then outstanding aggregate principal amount of the then outstanding Securities Notes (including Additional SecuritiesNotes, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securitiesany applicable series of Notes), other than the Securities beneficially owned by the Issuer or its Affiliates. Section 2.09 and Section 12.04 13.04 shall determine which Securities Notes are considered to be "“outstanding" ” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security series of Notes affected, an amendment or waiver may not, with respect to any Securities Notes held by a non-consenting Holder:

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenture, the Issuer, the Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Intercreditor Agreements and any Security Document with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, the Securities), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and any other Security Document may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities), other than the Securities beneficially owned by the Issuer or any of its AffiliatesSubsidiaries. Section 2.09 and Section 12.04 shall determine which Securities are considered to be "“outstanding" ” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenture, the Issuer, the Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Intercreditor Agreements and any Security Document with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, the Securities), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and any other Security Document may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities), other than the Securities beneficially owned by the Issuer or its Affiliates. Section 2.09 and Section 12.04 shall determine which Securities are considered to be "“outstanding" ” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenture, the IssuerIssuers, the Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Intercreditor Agreements and any Security Document with the written consent of the Holders of at least a majority in principal amount of the Securities (including PIK Securities) then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, the Securities), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest (including PIK Interest) on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and any other Security Document Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional PIK Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities), other than the Securities beneficially owned by the Issuer Issuers or its their Affiliates. ; Section 2.09 and Section 12.04 shall determine which Securities are considered to be "outstanding" for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:Section

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenturehereof, the Issuer, the Guarantors, the Trustee Guarantors and the Collateral Trustee may amend or supplement this Indenture, the Securities, Securities or the Guarantees, the Intercreditor Agreements and any Security Document Guarantees with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Securities), in each case other than Securities beneficially owned by the Issuer or its Affiliates (unless such Affiliates are the only beneficial owners of the Securities) and, subject to Sections 6.04 and 6.076.07 hereof, any past or existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements Securities or the Guarantees, the Intercreditor Agreements and any other Security Document Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Securities), other than the Securities beneficially owned by the Issuer or its Affiliates. Section 2.09 and Section 12.04 12.05 hereof shall determine which Securities are considered to be "“outstanding" ” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security (including, for the avoidance of doubt, any Securities held by Affiliates) affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:

With Consent of the Holders. Notwithstanding Section 9.01 of this Indenture, the IssuerIssuers, the Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Intercreditor Agreements and any Security Document with the written consent of the Holders of at least a majority in principal amount of the Securities (including PIK Securities) then outstanding voting as a single class (including consents obtained in connection with a purchase of, tender offer or exchange offer for, the Securities), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest (including PIK Interest) on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities, the Security Documents, the Intercreditor Agreements or the Guarantees, the Intercreditor Agreements and any other Security Document Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional PIK Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities), other than the Securities beneficially owned by the Issuer Issuers or its their Affiliates. ; Section 2.09 and Section 12.04 shall determine which Securities are considered to be "outstanding" for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder:Section