Changes Not Requiring Approval Clause Samples
The "Changes Not Requiring Approval" clause defines which modifications to an agreement or project can be made without needing formal consent from the other party. Typically, this clause outlines specific types of changes—such as minor administrative updates, corrections of typographical errors, or adjustments that do not materially affect the rights or obligations of the parties—that can be implemented unilaterally. By clearly identifying these exceptions, the clause streamlines processes and reduces administrative delays, ensuring that minor or non-substantive changes do not unnecessarily hinder progress or require excessive oversight.
Changes Not Requiring Approval. We and the trustee may amend the indentures or the debt securities without notice to or consent of any securityholder:
Changes Not Requiring Approval. The second type of change does not require any vote by the holders of the debt securities. This type is limited to clarifications and certain other changes that would not adversely affect holders of the outstanding debt securities in any material respect. We also do not need any approval to make any change that affects only debt securities to be issued under the indenture after the change takes effect.
Changes Not Requiring Approval. First, there are changes that we can make to the Notes without the specific approval of the holders of the Notes. This type is limited to clarifications and certain other changes that would not adversely affect holders of the Notes in any material respect and include changes: • to evidence the succession of another corporation, and the assumption by the successor corporation of our covenants, agreements and obligations under the indenture and the Notes; • to add to our covenants such new covenants, restrictions, conditions or provisions for the protection of the holders of the Notes, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions an Event of Default; • to modify, eliminate or add to any of the provisions of the indenture to such extent as necessary to effect the qualification of the indenture under the Trust Indenture Act, and to add to the indenture such other provisions as may be expressly permitted by the Trust Indenture Act, excluding however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; • to cure any ambiguity or to correct or supplement any provision contained in the indenture or in any supplemental indenture which may be defective or inconsistent with other provisions; • to secure the Notes or add guarantees with respect to the Notes; • to evidence and provide for the acceptance and appointment of a successor trustee and to add or change any provisions of the indenture as necessary to provide for or facilitate the administration of the trust by more than one trustee; and • to make provisions in regard to matters or questions arising under the indenture, so long such other provisions to do not materially affect the interest of any other holder of the Notes.
Changes Not Requiring Approval. The third type of change does not require any vote by holders of debt securities. This type is limited to clarifications of ambiguities, omissions, defects and inconsistencies, amendments, supplements and other changes that would not adversely affect holders of the debt securities in any material respect, such as adding covenants, additional events of default or successor trustees.
Changes Not Requiring Approval. If a proposed change does not require notice to or approval of any such Governmental Authority, then Amgen shall have the right to provide Drug Product to Purchaser hereunder in accordance with the Manufacturing Change [*] days from the date of the Change Notice. If such change requires notice to (but not the approval of) a Governmental Authority in the Territory, then the Parties shall cooperate to promptly submit such notice and Amgen shall continue to provide Purchaser Drug Product as prior to the Manufacturing Change to allow for such notice to such Governmental Authority and after [*] days from the date of the Change Notice (or such earlier time as such notice to the relevant Governmental Authority has been made (and any required waiting periods have expired)) Amgen shall have the right to provide Drug Product to Purchaser hereunder in accordance with the Manufacturing Change.