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

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 9 contracts

Sources: Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.094.09 hereof), 4.10 and 4.14) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class Securities of each Series of Securities affected thereby (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notesany Series of Securities), 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 onpremium, if any, or interest on the Noteson, any Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class Securities of each Series of Securities affected thereby (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notesany Series of Securities).

Appears in 8 contracts

Sources: Indenture (Clearway Energy LLC), Indenture (Clearway Energy, Inc.), Indenture (Clearway Energy, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.14) and 4.15 hereof), the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (), including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (), including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). (Section 2.08 hereof shall determine which Notes are considered to be “outstanding” for purposes of this Section 9.

Appears in 7 contracts

Sources: Indenture (Antero Midstream Corp), Indenture (Antero Midstream Corp), Indenture (Antero Midstream Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 6 contracts

Sources: Indenture (Sabre Corp), Indenture (Sabre Corp), Indenture (Sabre Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 5 contracts

Sources: Indenture (Metropcs Communications Inc), Indenture (Metropcs Communications Inc), Indenture (Innophos, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Additional Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 5 contracts

Sources: Indenture (H&E Equipment Services, Inc.), Indenture (Sabine Pass LNG, L.P.), Indenture (H&E Equipment Services, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.08 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), 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 onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with purchase of, or a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 5 contracts

Sources: Indenture (Wynn Resorts LTD), Indenture (MGM Resorts International), Indenture (Wynn Resorts LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 5 contracts

Sources: Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.09 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 4 contracts

Sources: Indenture (TerraForm Power, Inc.), Indenture (TerraForm Power, Inc.), Indenture (TerraForm Power, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof and the defined terms used therein) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 4 contracts

Sources: Indenture (Red Rock Resorts, Inc.), Indenture (Red Rock Resorts, Inc.), Indenture (Red Rock Resorts, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 4 contracts

Sources: Indenture (SunCoke Energy Partners, L.P.), Indenture (SunCoke Energy Partners, L.P.), Indenture (SunCoke Energy Partners, L.P.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Supplemental Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Supplemental Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 4 contracts

Sources: Fifth Supplemental Indenture (Metropcs Communications Inc), Sixth Supplemental Indenture (Metropcs Communications Inc), Second Supplemental Indenture (Metropcs Communications Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or interest on Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 4 contracts

Sources: Indenture (Huntsman International LLC), Indenture (Huntsman International LLC), Indenture (Huntsman International LLC)

With Consent of Holders of Notes. (a) Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.094.06 hereof), 4.10 and 4.14) the Subsidiary Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in principal aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase, or tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07Section 6.03 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Subsidiary Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in principal aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Vistra Corp.), Indenture (Vistra Energy Corp.), Indenture (Vistra Energy Corp.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (FirstCash Holdings, Inc.), Indenture (Firstcash, Inc), Supplemental Indenture (Firstcash, Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.093.11, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Additional Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, including without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Surgical Specialties UK Holdings LTD), Indenture (Tercentenary Holdings, Corp.), Indenture (Angiotech Pharmaceuticals Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Sabre Corp), Indenture (Sabre Corp), Indenture (Sabre Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, including Section 3.09, 4.10 and 4.14Section 4.15 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, on, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Delek Logistics Partners, LP), Indenture (Delek Logistics Partners, LP), Indenture (Delek Logistics Partners, LP)

With Consent of Holders of Notes. (a) Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Additional Amounts, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor interest and Special Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Tesoro Logistics Lp), Indenture (Tesoro Logistics Lp), Indenture (Tesoro Corp /New/)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Trustee and the Trustee Collateral Agent, if applicable, may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 4.10, and 4.14) and 4.14 hereof), the Notes and Notes, the Subsidiary Note Guarantees or any other Note Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Ion Geophysical Corp), Indenture (I/O Marine Systems, Inc.), Indenture (Ion Geophysical Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.093.10, 4.10 4.10, 4.11 and 4.144.16 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or interest on Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Isle of Capri Casinos Inc), Indenture (Isle of Capri Casinos Inc), Indenture (Isle of Capri Casinos Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee and the Collateral Agent may amend or supplement this Indenture (includingIndenture, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and any Guarantee, and the Subsidiary Guarantees Trustee (on behalf of the Holders) may consent to an amendment to any Security Document, the Junior Lien Intercreditor Agreement or the Alabama Intercreditor Agreement, in each case, with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees Documents may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 3 contracts

Sources: Indenture (Reliant Software, Inc.), Indenture (Reliant Software, Inc.), Indenture (Community Choice Financial Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Titan International Inc), Indenture (Titan International Inc)

With Consent of Holders of Notes. (a) Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors Guarantors, the Trustee and the Trustee Collateral Agent may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.14) 4.15 hereof), the Notes, the Note Guarantees, in the case of the Collateral Agent, the Security Documents, and in the Notes and case of the Subsidiary Guarantees Trustee, the Escrow Agreement with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Additional Amounts, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section including Sections 3.09, 4.10 and 4.14) 4.14 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Amkor Technology Inc), Indenture (Amkor Technology Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (American Real Estate Partners L P), Indenture (American Real Estate Holdings L P)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.14) 4.15 hereof), the Subsidiary Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with the purchase of, or a tender offer or exchange offer for, or purchase of, the Notes), 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 onor Special Interest, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Subsidiary Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then then-outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with the purchase of, or a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Johnson Polymer Inc), Indenture (Johnson Polymer Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors Guarantors, the Trustee and the Trustee Collateral Agent may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and Notes, any Guarantee or the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the any Notes), 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 on the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Notes, any Guarantees, the Security Documents or the Notes or the Subsidiary Guarantees any Applicable Intercreditor Agreement may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the any Notes).

Appears in 2 contracts

Sources: Indenture (Venture Global, Inc.), Indenture (Venture Global, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.093.10, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Titan International Inc), Indenture (Titan Distribution, Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.14 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (W&t Offshore Inc), Indenture (W&t Offshore Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.14) 4.15 hereof), the Escrow Agreement, the Notes of any series and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes of such series (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the NotesNotes of such series), 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 onor interest and Special Interest, if any, or interest on on, the NotesNotes of such series, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Escrow Agreement, the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes of such series (including, without limitation, Additional NotesNotes of such series, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the such Notes).

Appears in 2 contracts

Sources: Indenture (Tesoro Corp /New/), Indenture (Tesoro Logistics Lp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) 4.14 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Metaldyne Corp), Indenture (Trimas Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section including Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, on, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Callon Petroleum Co), Indenture (Callon Petroleum Co)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Huntsman International LLC), Indenture (Venator Materials PLC)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 4.09 and 4.14) and 4.13 hereof), the Notes and Notes, the Subsidiary Note Guarantees or the Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), 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 on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Notes, the Note Guarantees or the Notes or the Subsidiary Guarantees Security Documents (except as provided below with respect to releases of Collateral) may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Nathans Famous Inc), Indenture (Nathans Famous Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, including Section 3.09, 4.10 and 4.14) 4.14 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest or Liquidated Damages, if any, on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Notwithstanding the foregoing, any (i) amendment to or waiver of Section 4.14 hereof, and (ii) amendment to Article 10 herein will require the consent of the Holders of at least two-thirds in aggregate principal amount of the Notes then outstanding if such amendment would materially adversely affect the rights of Holders of Notes.

Appears in 2 contracts

Sources: Indenture (Charles River Laboratories Holdings Inc), Indenture (Charles River Laboratories Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.14 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Walter Energy, Inc.), Indenture (Walter Energy, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, Sections 4.10 and 4.144.15 hereof) and the Notes and or the Subsidiary Guarantees Note Guarantee with the consent of the Company and Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Additional Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees Note Guarantee may be waived with the consent of the Company and Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Dresser-Rand Group Inc.), Indenture (Dresser-Rand Group Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.029.02 and Section 10.13, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) 4.15 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class then outstanding (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes Note Guarantees or the Subsidiary Guarantees Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Hanesbrands Inc.), Bridge Loan Agreement (Hanesbrands Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (includingIndenture, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onand Additional Interest, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Global Media USA, LLC), Indenture (ReAble Therapeutics Finance LLC)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). (Section 2.08 hereof shall determine which Notes are considered to be “outstanding” for purposes of this Section 9.

Appears in 2 contracts

Sources: Indenture (Archrock, Inc.), Indenture (Archrock, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Sunnova Energy International Inc.), Indenture (Sunnova Energy International Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). (Section 2.08 hereof shall determine which Notes are considered to be “outstanding” for purposes of this Section 9.

Appears in 2 contracts

Sources: Indenture (Exterran Partners, L.P.), Indenture (Exterran Partners, L.P.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Guarantees note guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal ofprincipal, premium oninterest (including special interest, if any) and premium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees note guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Nutra Sales Corp), Indenture (Nutra Sales Corp)

With Consent of Holders of Notes. Except as provided in Section 9.01 and below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.14 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or interest on Additional Interest, if any, on, the Notes, except a payment default Payment Default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Global Geophysical Services Inc), Indenture (Global Geophysical Services Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor interest and Special Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

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

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 4.10, 4.15 and 4.144.21 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or interest on Special Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchaser of, or tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Coeur D Alene Mines Corp), Indenture (Coeur D Alene Mines Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09Sections 3.08, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Jarden Corp), Indenture (Jarden Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Ubiquitel Inc), Indenture (Horizon Personal Communications Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this the Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) 4.15 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class then outstanding (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this the Indenture or the Notes Note Guarantees or the Subsidiary Guarantees Notes may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Fourth Supplemental Indenture (Hanesbrands Inc.), First Supplemental Indenture (Hanesbrands Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Special Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Fti Consulting Inc), Indenture (Fti Consulting Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.11 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Solera Holdings, Inc), Indenture (Solera Holdings, Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Seventh Supplemental Indenture (B&G Foods, Inc.), First Supplemental Indenture (B&G Foods, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors Guarantors, the Trustee and the Collateral Trustee may amend or supplement this Indenture (including, without limitation, Section 3.093.10, 3.11, 4.10 and 4.144.15 hereof) and the Notes and Notes, the Subsidiary Note Guarantees or the Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the for Notes), 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 on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Notes, the Note Guarantees or the Notes or the Subsidiary Guarantees Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes). Without the consent of at least 66% in aggregate principal amount of the Notes then outstanding (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, such Notes), no waiver or amendment to this Indenture or any Security Document may make any change that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes).

Appears in 2 contracts

Sources: Indenture (Eldorado Resorts, Inc.), Indenture (NGA Holdco, LLC)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or an Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Tronox LTD), Indenture (Tronox LTD)

With Consent of Holders of Notes. (a) Except as provided below in Section 9.01 and this Section 9.02, the Company, the Guarantors any Guarantor (with respect to a Guarantee or this Indenture) and the Trustee and the Notes Collateral Agent may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09the Collateral Documents, 4.10 the Collateral Cooperation Agreement, the Intercreditor Agreements and 4.14) and the Notes and the Subsidiary Guarantees any Note Guarantee with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, any Note Guarantee, the Collateral Documents, the Collateral Cooperation Agreement, the Intercreditor Agreements or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (United States Steel Corp), Indenture (United States Steel Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or Special Interest, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Park Ohio Holdings Corp), Indenture (Park Ohio Industries Inc/Oh)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Additional Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Memorial Production Partners LP), Indenture (QR Energy, LP)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.093.10, 4.10 and 4.14) 4.15 hereof), the Subsidiary Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Subsidiary Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). In addition, any amendment to, or waiver of, the provisions of Article 10 that adversely affects the rights of the Holders of the Notes will require the consent of the Holders of at least 75% in aggregate principal amount of Notes then outstanding.

Appears in 2 contracts

Sources: Indenture (Alltrista Corp), First Supplemental Indenture (Jarden Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors each Guarantor party thereto, if any, and the Trustee and/or Collateral Agent, as applicable, may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09, 4.10 the Guarantees and 4.14) and the Notes and the Subsidiary Guarantees any Security Document with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onand Additional Interest, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Guarantees, the Security Documents or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Tops Markets Ii Corp), Indenture (Tops Holding Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Trustee and the Collateral Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09Sections 3.10, 4.10 and 4.14) and 4.15 hereof), the Notes and the Subsidiary Note Guarantees with the consent of the Company and the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on (including Special Interest, if any) on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (United Air Lines Inc), Indenture (United Air Lines Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 4.11 and 4.14) 4.14 hereof), the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).tender

Appears in 2 contracts

Sources: Indenture (Ventas Inc), Indenture (Ventas Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and or the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or and the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Patrick Industries Inc), Indenture (American Woodmark Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors any Guarantor (with respect to a Guarantee or this Indenture) and the Trustee and the Notes Collateral Agent may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09the Security Documents, 4.10 the ABL-Notes Intercreditor Agreement, the Pari Passu Intercreditor Agreement and 4.14) and the Notes and the Subsidiary Guarantees any Guarantee with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, any Guarantee, the Security Documents, the ABL-Notes Intercreditor Agreement, the Pari Passu Intercreditor Agreement or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (BMC Stock Holdings, Inc.), Indenture (Builders FirstSource, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Hughes Communications, Inc.), Indenture (HNS Finance Corp.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 4.11 and 4.14) 4.14 hereof), the Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Ventas Inc), Indenture (Ventas Inc)

With Consent of Holders of Notes. (a) Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Additional Amounts, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 2 contracts

Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, the Trustee and the Collateral Trustee (if applicable with respect to the Security Documents) may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) 4.14 hereof), the Notes, the Note Guarantees and the Notes and the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and the PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections Section 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or Notes, the Subsidiary Note Guarantees and the Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (W&t Offshore Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (includingincluding Section 4.15 hereof), without limitation, Section 3.09, 4.10 and 4.14) the Note Guarantees and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Carmike Cinemas Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: First Supplemental Indenture (Chemtura CORP)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors Parent Guarantor and the Trustee may amend or supplement this Indenture (includingThirteenth Supplemental Indenture, without limitation, Section 3.09, 4.10 and 4.14) the Guarantee and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Thirteenth Supplemental Indenture, the Guarantee or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Supplemental Indenture (HCA Holdings, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Additional Interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).,

Appears in 1 contract

Sources: Indenture (Memorial Production Partners LP)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, the Trustee and the Collateral Trustee (if applicable with respect to the Security Documents) may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 4.12, 4.15, and 4.14) 4.16 hereof), the Notes, the Note Guarantees and the Notes and the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and the PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections Section 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or Notes, the Subsidiary Note Guarantees and the Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (W&t Offshore Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.14 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), 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 on, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded, unless held by a non-consenting Holder) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).obtained

Appears in 1 contract

Sources: Indenture (APi Group Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Holly Energy Partners Lp)

With Consent of Holders of Notes. (a) Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors and the Trustee may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Western Refining, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, interest or interest on Special Interest, if any, on, the Notes, except a payment default Payment Default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Energy Partners LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15) and or the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or and the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (MTS Systems Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Subsidiary Guarantors (as applicable) and the Trustee and the Collateral Agent, as applicable, may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09the Subsidiary Guarantees, 4.10 and 4.14) the Intercreditor Agreement and the Notes and the Subsidiary Guarantees Collateral Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, through consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing past Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or Notes, the Subsidiary Guarantees Guarantees, the Intercreditor Agreement and the Collateral Documents may be waived with the consent of the Holders of a majority in principal aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, through consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Fortrea Holdings Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and or the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Patrick Industries Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors Parent Guarantor and the Trustee may amend or supplement this Indenture (includingFortieth Supplemental Indenture, without limitation, Section 3.09, 4.10 and 4.14) the Guarantee and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Fortieth Supplemental Indenture, the Guarantee or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a purchaser of, or tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Coeur Mining, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and 4.15 hereof), any Subsidiary Guarantees, the Notes and or the Subsidiary Guarantees Collateral Documents with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), 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 onor Liquidated Damages, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, any Subsidiary Guarantees, the Notes or the Subsidiary Guarantees Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Hammons John Q Hotels Lp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuer, the Guarantors any Guarantor (with respect to a Guarantee or this Indenture) and the Trustee may amend or supplement this Indenture (includingIndenture, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Guarantees any Guarantee with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, any Guarantee or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) ), in each case other than Notes beneficially owned by the Issuer or its Affiliates, voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Patheon Holdings Cooperatief U.A.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.14 hereof) and or the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, 6.07 hereof and any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Vector Group LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.12 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) of each series affected by such amendment or supplement voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default with respect to a series of Notes (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on or Special Interest, if any, on, the NotesNotes of such series, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes of a series or the Subsidiary related Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes of such series (including, without limitation, Additional Notes, if any, of such series) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the such Notes).

Appears in 1 contract

Sources: Indenture (Icahn Enterprises Holdings L.P.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, the Trustee and the Trustee Collateral Agent (if applicable with respect to the Security Documents) may amend or supplement this Indenture (includingIndenture, without limitationthe Notes, Section 3.09, 4.10 and 4.14) the Note Guarantees and the Notes and the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional the PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections Section 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or Notes, the Subsidiary Note Guarantees and the Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional PIK Interest Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Restructuring Support Agreement (Global Brokerage, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, the Trustee and the Collateral Trustee (if applicable with respect to the Security Documents) may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 4.11, 4.14, and 4.14) 4.15 hereof), the Notes, the Note Guarantees and the Notes and the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections Section 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or Indenture, the Notes or Notes, the Subsidiary Note Guarantees and the Security Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (W&t Offshore Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer Exchange Offer for, or purchase of, the Notes), 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 onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer Exchange Offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Iwo Holdings Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors Trustee and the Trustee Collateral Agent, as applicable, may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and the Notes and the Subsidiary Guarantees any Note Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitationfor the avoidance of doubt, any increases thereof as the result of a PIK Payment, any PIK Notes and Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Guarantees or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Diamond Offshore Drilling, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Guarantors, the Trustee and the Trustee Notes Collateral Agent may amend or supplement this Indenture (including, without limitation, Section including Sections 3.09, 4.10 and 4.14) 4.15 hereof), the Notes, the Note Guarantees and the Notes and the Subsidiary Guarantees Collateral Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on interest, if any, on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Notes, the Note Guarantees or the Notes or the Subsidiary Guarantees Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Park Ohio Industries Inc/Oh)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture (includingTwenty-Third Supplemental Indenture, without limitation, Section 3.09, 4.10 and 4.14) any Guarantee or any Security Document and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Twenty-Third Supplemental Indenture, the Guarantees, the Security Documents or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) voting as a single class (including, without limitation, including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) 4.15 hereof), the Notes, the Note Guarantees and the Notes and the Subsidiary Guarantees Security Documents with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Paperweight Development Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), 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 onpremium, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes and Exchange Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).or

Appears in 1 contract

Sources: Indenture (Titan International Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section Sections 3.01, 3.03, 3.07 (regarding when notice of redemption is to be provided), 3.09, 4.10 and 4.144.14 hereof) and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on on, the Notes, except a payment default Payment Default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, for the Notes).

Appears in 1 contract

Sources: Indenture (Six Flags Entertainment Corp)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.144.15 hereof) and the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (General Nutrition Companies Inc)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, and subject to the CompanyIntercreditor Agreement, the Guarantors Company and the Trustee may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) and 4.14 hereof), the Collateral Documents or the Notes and the Subsidiary Note Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.076.07 hereof and subject to the Intercreditor Agreement, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium onor Liquidated Damages, if any, or interest on on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Collateral Documents or the Notes or the Subsidiary Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). None of this Indenture, the Notes, the Note Guarantees or the Collateral Documents may be amended, modified or supplemented in any way that would contravene the Intercreditor Agreement.

Appears in 1 contract

Sources: Indenture (Vector Group LTD)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, the Guarantors and Guarantors, the Trustee and, if applicable, the Notes Collateral Agent, may amend or supplement this Indenture (including, without limitation, Section 3.09, 4.10 and 4.14) ), the Notes, the Note Guarantees, the Collateral Documents and the Notes and the Subsidiary Guarantees Pari Passu Intercreditor Agreement with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 and 6.07, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture or the Notes Notes, the Note Guarantees, the Collateral Documents or the Subsidiary Guarantees Pari Passu Intercreditor Agreement may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).

Appears in 1 contract

Sources: Indenture (Herbalife Ltd.)

With Consent of Holders of Notes. Except as provided below in this Section 9.02, the CompanyIssuers, Holdings (with respect to the Guarantors Holdings Guarantee or this Indenture), any Note Guarantor (with respect to its Note Guarantee or this Indenture) and the Trustee may amend or supplement this Indenture (includingIndenture, without limitationany Note Guarantee, Section 3.09, 4.10 and 4.14) the Holdings Guarantee and the Notes and the Subsidiary Guarantees with the consent of the Holders of at least a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, including Additional Notes, if any) then outstanding voting as a single class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, or purchase of, the Notes), and, subject to Sections 6.04 6.02 and 6.076.04, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium on, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture Indenture, the Note Guarantees, the Holdings Guarantee or the Notes or the Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including, without limitation, Additional Notes, if any) voting as a single class (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes).the

Appears in 1 contract

Sources: Indenture (Realogy Group LLC)