Modification Without Consent of Holders Sample Clauses

Modification Without Consent of Holders. Subject to Section 9.01 hereof, the Indenture Trustee may agree, without the consent of any Noteholder, to any modification (other than those referred to in Section 10.01) of any provision of any Operative Agreement or of the relevant Equipment Notes to correct a manifest error or an error which is of a formal, minor or technical nature. Any such modification shall be notified to the Holders as soon as practicable thereafter and shall be binding on all the Holders.
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Modification Without Consent of Holders. Subject to Section 9.01, the Indenture Trustee may agree, without the consent of any Holder, to (i) any modification (other than those referred to in Section 10.01) of any provision of any Operative Agreement or of the relevant Securities to correct a manifest error or an error which is of a formal, minor or technical nature, (ii) effect any amendment, modification or replacement to the Account Administration Agreement and/or the Account Collateral Agent, provided, that the effect of such amendment, modification or replacement does not change the Available Collections Amount available on any Payment Date and the Issuer obtains Rating Agency Confirmation, (iii) conform to the description of any Operative Agreement or related provisions in the offering circular for the Equipment Notes or (iv) any modification (other than those referred to in Section 10.01) to any provision of any Operative Agreement related to any amendment or modification set forth in any Indenture Supplement entered into pursuant to Section 9.01. Any such modification shall be notified to the Holders as soon as practicable thereafter and shall be binding on all the Holders.
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Modification Without Consent of Holders. Subject to Section 9.01 hereof, the Trustee may agree, without the consent of any Noteholder, (a) to any modification (other than a Basic Terms Modification) of, or the waiver or authorization of any breach or prospective breach of, any provision of any Related Document or of the relevant Notes to correct a manifest error or an error which is of a formal, minor or technical nature, (b) to modify the provisions of this Indenture or the Administrative Agency Agreement relating to the timing of movement of Rental Payments or other monies received or Expenses incurred among the Accounts by the Administrative Agent or (c) to comply with the requirements of the Commission in connection with the qualification of this Indenture under the TIA. Any such modification shall be notified to the Holders as soon as practicable thereafter and shall be binding on all the Holders.
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Modification Without Consent of Holders. Providers of Eligible Credit Facilities and the Policy Provider 131 Section 9.03 Subordination and Priority of Payments 132 Section 9.04 Execution of Amendments by Trustee 132 ARTICLE X SUBORDINATION 133 Section 10.01 Subordination of the Securities and Other Subordinated Obligations 133 Section 10.02 Rights of Subrogation 134 Section 10.03 Further Assurances of Junior Representatives 134 Section 10.04 Enforcement 134 Section 10.05 Continued Effectiveness 134 Section 10.06 Senior Claims and Junior Claims Unimpaired 134 ARTICLE XI DISCHARGE OF INDENTURE; DEFEASANCE 134 Section 11.01 Discharge of Liability on the Notes; Defeasance 134 Section 11.02 Conditions to Defeasance 135 Section 11.03 Application of Trust Money 137 Section 11.04 Repayment to Issuer 137 Section 11.05 Indemnity for Government Obligations and Corporate Obligations 137 Section 11.06 Reinstatement 137 ARTICLE XII MISCELLANEOUS 137 Section 12.01 Right of Trustee to Perform 137 Section 12.02 Waiver 138 Section 12.03 Severability 138 Section 12.04 Restrictions on Exercise of Certain Rights; Limited Recourse 138 Section 12.05 Notices 139 Section 12.06 Assignments; Third Party Beneficiary 141 Section 12.07 Currency Conversion 141 Section 12.08 Application to Court 142 Section 12.09 Governing Law 142 Section 12.10 Jurisdiction 142 Section 12.11 Counterparts 143 Section 12.12 Table of Contents, Headings, Etc 143 Section 12.13 Compliance with Applicable Anti-Terrorism and Anti-Money Laundering Regulations 143
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Modification Without Consent of Holders or the Providers of Eligible Credit Facilities or the Policy Provider. Subject to Section 9.01 hereof, the Trustee may agree with the Issuer, without the consent of any Holder, the Policy Provider or any provider of an Eligible Credit Facility (but in the case of clauses (b), (c) and (d) below, with the consent of the Policy Provider and further, in the case of clause (c) below, with the consent of the Initial Credit Facility Provider), (a) to any modification (other than a Basic Terms Modification) of, or the waiver or authorization of any breach or prospective breach of, any provision of any Related Document or of the relevant subclass of Securities to correct a manifest error or an error which is of a formal, minor or technical nature, (b) to modify the provisions of this Indenture or the Cash Management Agreement relating to the timing of movement of Rental Payments or other monies received or Expenses Incurred among the Accounts by the Cash Manager, (c) to add or reflect any Eligible Credit Facility, (d) to any amendment (other than a Basic Terms Modification) of an immaterial nature necessary to facilitate the issuance of Refinancing Securities and/or Additional Securities and related acquisition of Additional Aircraft (all in a manner consistent with the provisions of this Indenture) or (e) to comply with the requirements of the Commission in connection with the qualification of this Indenture under the TIA. Any such modification shall be notified to the Holders as soon as practicable thereafter and shall be binding on all the Holders. Upon any such modification, the Issuer shall deliver to the Holders, the Trustee, the Policy Provider and the Initial Credit Facility Provider a certificate of the Issuer certifying that such modification will not adversely affect the Holders, the Policy Provider or the Initial Credit Facility Provider. In addition, the Issuer may, without providing the certificate mentioned in the preceding paragraph, and without the consent of the Trustee, any Holder or any provider of an Eligible Facility, the Policy Provider or the Initial Credit Facility Provider or any other party, list the Securities on the Alternative Securities Market of the Irish Stock Exchange.
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Modification Without Consent of Holders. Notwithstanding the Section 4.1, modifications and amendments of the Indenture will be permitted to be made by the Company and the Trustee without the consent of any Holder of the Notes for any of the following purposes: (a) to evidence a successor to the Company as obligor under the Indenture; (b) to add to the Company’s covenants for the benefit of the Holders of the Notes or to surrender any right or power conferred upon the Company in the Indenture; (c) to add Events of Default for the benefit of the Holders of the Notes; (d) to amend or supplement any provisions of the Indenture; provided, that no amendment or supplement shall materially adversely affect the interests of the Holders of any Notes then outstanding; (e) to secure the Notes; (f) to provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trusts under the Indenture by more than one trustee; (g) to provide for rights of Holders of the Notes if any consolidation, merger or sale of all or substantially all of the Company’s property or assets occurs; (h) to cure any ambiguity, defect or inconsistency in the Indenture; provided, that the action shall not adversely affect the interests of Holders of the Notes in any material respect; (i) to provide for the issuance of additional Notes in accordance with the limitations set forth in the Indenture; (j) to supplement any of the provisions of the Indenture to the extent necessary to permit or facilitate defeasance and discharge of any series of the Notes; provided, that the action shall not adversely affect the interests of the Holders of the Notes in any material respect; or (k) to conform the text of the Indenture or the Notes, as applicable, to the description thereof contained in any prospectus, prospectus supplement or other offering document relating to the offer and sale of such Securities, to the extent that such description was intended to be a verbatim recitation of a provision of the Indenture or the Notes.
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Related to Modification Without Consent of Holders

  • Amendment Without Consent of Holders Without the consent of any Holders or the holders of any Separate Notes, the Company, the Collateral Agent, the Custodial Agent, the Securities Intermediary and the Purchase Contract Agent, at any time and from time to time, may amend this Agreement, in form satisfactory to the Company, the Collateral Agent, the Custodial Agent, the Securities Intermediary and the Purchase Contract Agent, for any of the following purposes: (i) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company; or (ii) to add to the covenants of the Company for the benefit of the Holders, or to surrender any right or power herein conferred upon the Company so long as such covenants or such surrender do not adversely affect the validity, perfection or priority of the security interests granted or created hereunder; or (iii) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Agent, Custodial Agent, Securities Intermediary or Purchase Contract Agent; or (iv) to cure any ambiguity, to correct or supplement any provisions herein which may be inconsistent with any other such provisions herein, or to make any other provisions with respect to such matters or questions arising under this Agreement, provided such action shall not adversely affect the interests of the Holders.

  • Without Consent of Holders The Company and the Trustee may amend or supplement this Indenture and the Notes and the Subsidiary Guarantees issued hereunder without notice to or consent of any Holder: (1) to cure any ambiguity, omission, defect or inconsistency; (2) to comply with Article V of this Indenture in respect of the assumption by a Successor Company, as the case may be, of the obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes and the Subsidiary Guarantees issued hereunder; (3) to provide for uncertificated Notes in addition to or in place of certificated Notes; provided, however, that such uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (4) to add Guarantees with respect to the Notes or release any such Guarantees in accordance with the applicable provisions of this Indenture; (5) to add to the covenants of the Company and its Subsidiaries for the benefit of the Holders or to surrender any right or power herein conferred upon the Company or its Subsidiaries; (6) to conform the text of this Indenture, any Subsidiary Guarantees or the Notes to the “Description of Notes” in the Offering Memorandum; (7) to secure the Notes and any Subsidiary Guarantee; (8) to make any amendment to the provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation, to facilitate the issuance and administration of the Notes; provided, however, that (i) compliance with this Indenture as so amended would not result in the Notes being transferred in violation of the Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; (9) to evidence and provide for the acceptance of appointment by a successor ▇▇▇▇▇▇▇; provided that the successor Trustee is otherwise qualified and eligible to act as such under the terms of this Indenture; (10) to provide for or confirm the issuance of Additional Notes; and (11) to make any change that does not adversely affect the rights of any Holder of the Notes. After an amendment under this Section 9.01 becomes effective, the Company shall mail to Holders a notice briefly describing such amendment. However, the failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.01.

  • Amendments Without Consent of Holders (a) Without the consent of any Holders, Parent, at any time and from time to time, may enter into one or more amendments hereto, for any of the following purposes: (i) to evidence the succession of another person to Parent and the assumption by any such successor of the covenants of Parent herein; provided that such succession and assumption is in accordance with the terms of this Agreement; (ii) to evidence the succession of another Person as a successor Rights Agent and the assumption by any such successor of the covenants and obligations of the Rights Agent herein; provided that such succession and assumption is in accordance with the terms of this Agreement; (iii) to add to the covenants of Parent such further covenants, restrictions, conditions or provisions as Parent shall consider to be for the protection of the Holders; provided that, in each case, such provisions do not adversely affect the interests of the Holders; (iv) to cure any ambiguity, to correct or supplement any provision herein that may be defective or inconsistent with any other provision herein or in the Merger Agreement, or to make any other provisions with respect to matters or questions arising under this Agreement; provided that, in each case, such provisions do not adversely affect the interests of the Holders; (v) as may be necessary or appropriate to ensure that the CVRs are not subject to registration under the Securities Act, the Exchange Act or any applicable state securities or “blue sky” laws; provided that, such provisions shall not adversely affect the interests of the Holders; (vi) to evidence the assignment of this Agreement by Parent as provided in Section 7.3; or (vii) as may be necessary or appropriate to ensure that the Company complies with applicable law. In addition to the foregoing, upon the request of Parent, the Rights Agent hereby agrees to enter into one or more amendments hereto to evidence the succession of another person as a successor Rights Agent in accordance with the terms of this Agreement and the assumption by any successor of the covenants and obligations of such Rights Agent herein, without modification of such covenants or obligations other than as permitted by this Section 5.1. (b) Without the consent of any Holders, Parent and the Rights Agent, at any time and from time to time, may enter into one or more amendments hereto to reduce the number of CVRs, in the event any Holder agrees to renounce such Holder’s rights under this Agreement in accordance with Section 7.4 or to transfer CVRs to Parent pursuant to Section 2.10. (c) Promptly after the execution by Parent and the Rights Agent of any amendment pursuant to the provisions of this Section 5.1, Parent shall mail (or cause the Rights Agent to mail) a notice thereof through the facilities of DTC in accordance with DTC’s procedures and/or by first class mail to the Holders at their addresses as they appear on the CVR Register, setting forth such amendment.

  • With Consent of Holders (a) The Issuer, the Note Guarantors and the Trustee may amend or supplement this Indenture or the Notes without notice to any Holder but with the written consent of the Holders of at least a majority in principal amount of the then Outstanding Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes). Subject to Section 6.4, the Holder or Holders of a majority in aggregate principal amount of the then Outstanding Notes may waive compliance by the Issuer and the Note Guarantors with any provision of this Indenture or the Notes. However, without the consent of each Holder affected, an amendment, supplement or waiver may not: (i) reduce the amount of Notes whose Holders must consent to an amendment, supplement or waiver; (ii) reduce the rate of or change or have the effect of changing the time for payment of interest, including Defaulted Interest, on any Notes; (iii) reduce the principal of or change or have the effect of changing the fixed maturity of any Notes, or change the date on which any Notes may be subject to redemption, or reduce the redemption price therefor; (iv) make any Notes payable in money other than that stated in the Notes; (v) make any change in the provisions of this Indenture entitling each Holder to receive payment of principal of, premium, if any, and interest on such Notes on or after the due date thereof or to bring suit to enforce such payment, or permitting Holders of a majority in principal amount of the then Outstanding Notes to waive Defaults or Events of Default; (vi) amend, change or modify in any material respect any obligations of the Issuer to make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or make and consummate an Asset Sale Offer with respect to any Asset Sale that has been consummated; (vii) make any change in the provisions of this Indenture described under Section 3.21 that adversely affects the rights of any Holder or amend the terms of the Notes in a way that would result in a loss of exemption from Taxes; or (viii) make any change to the provisions of this Indenture or the Notes that adversely affect the ranking of the Notes. (b) 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, supplement or waiver but it shall be sufficient if such consent approves the substance thereof. (c) After an amendment, supplement or waiver under this Section 9.2 becomes effective, the Issuer shall mail to Holders a notice briefly describing such amendment, supplement or waiver. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment, supplement or waiver under this Section 9.2. (d) The Notes issued on the Issue Date, and any Additional Notes part of the same series, will be treated as a single series for all purposes under this Indenture, including with respect to waivers and amendments. For the purposes of calculating the aggregate principal amount of Notes that have consented to or voted in favor of any amendment, waiver, consent, modifications or other similar action, the Issuer (acting reasonably and in good faith) shall be entitled to select a record date as of which the principal amount of any Notes shall be calculated in such consent or voting process.

  • Supplemental Agreements Without Consent of Holders Without the consent of any Holders, the Company and the Agent, at any time and from time to time, may enter into one or more agreements supplemental hereto, in form satisfactory to the Company and the Agent, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Certificates; or (2) to add to the covenants of the Company for the benefit of the Holders, or to surrender any right or power herein conferred upon the Company; or (3) to evidence and provide for the acceptance of appointment hereunder by a successor Agent; or (4) to make provision with respect to the rights of Holders pursuant to the requirements of Section 5.6(b); or (5) to cure any ambiguity, to correct or supplement any provisions herein which may be inconsistent with any other provisions herein, or to make any other provisions with respect to such matters or questions arising under this Agreement, provided such action shall not adversely affect the interests of the Holders.