Common use of Agreements Affecting Capital Stock and Indebtedness; Amendments to Material Contracts Clause in Contracts

Agreements Affecting Capital Stock and Indebtedness; Amendments to Material Contracts. No Company Party shall, without the prior written consent of the Purchaser: (a) Enter into any voting agreement, voting trust, irrevocable proxy or other agreement affecting the voting rights of the Capital Stock of any Company Party, except for, in the case of the Company, the Investor Rights Agreement; (b) Amend, supplement, modify, refinance, renew, replace or restructure any Other Debt Document, or waive any term or provision contained therein, except for any Refinancing Indebtedness; or (c) Cancel or terminate any Material Contract (or consent to or accept any cancellation or termination thereof), amend or otherwise modify any Material Contract or give any consent, waiver or approval thereunder, waive any breach of or default under any Material Contract, or take any action in connection with any Material Contract that would impair the value of the interests or rights of any Company Party thereunder or that would impair the interest or rights of the Purchaser hereunder or under this Agreement or any other Investment Document, other than cancellations, terminations, amendments, modifications, consents, waivers or approvals of or under any Material Contract by any Company Party in the ordinary course of business that would not, individually or in the aggregate, have a Material Adverse Effect.

Agreements Affecting Capital Stock and Indebtedness; Amendments to Material Contracts. No (a) The Company Party shallshall not, and shall not permit any of its Subsidiaries to, without the prior written consent of the Purchaser: , (ai) Enter enter into any voting agreement, voting trust, irrevocable proxy or other agreement affecting the voting rights of shares of the Capital Stock of any the Company Party, except for, (other than revocable proxies in the case connection with meetings of shareholders of the Company) or its Subsidiaries, except as contemplated by this Agreement or any Related Agreement; (ii) refinance, renew, replace, restructure or exchange any Existing Indebtedness; or (iii) amend, supplement or otherwise modify, or waive, any term or provision of any agreement, instrument or other document evidencing or governing any Indebtedness of the Company or any of its Subsidiaries (including, without limitation, the Investor Rights Agreement;RISRS Indenture, the PENS Indenture, any Stanwich Debt Documents or any other Subordinated Agreements). (b) AmendThe Company shall not, supplementand shall not permit any of its Subsidiaries to, modify, refinance, renew, replace or restructure any Other Debt Document, or waive any term or provision contained therein, except for any Refinancing Indebtedness; or (c) Cancel cancel or terminate any Material Contract (or consent to or accept any cancellation or termination thereof), amend or otherwise modify any Material Contract or give any consent, waiver or approval thereunder, waive any breach of or default under any Material Contract, or take any action in connection with any Material Contract that would impair the value of the interests or rights of any the Company Party thereunder or that would impair the interest or rights of the Purchaser hereunder or under this Agreement or any other Investment Document, other than cancellations, terminations, amendments, modifications, consents, waivers or approvals of or under any Material Contract by any Company Party in the ordinary course of business that would not, individually or in the aggregate, have a Material Adverse EffectRelated Agreement.

Agreements Affecting Capital Stock and Indebtedness; Amendments to Material Contracts. No Company Party shall, and the Company Parties shall not permit any of their Subsidiaries to, without the prior written consent of the Purchaser: (a) Enter into any voting agreement, voting trust, irrevocable proxy or other agreement affecting the voting rights of the Capital Stock of any Company Party, except for, in the case of the Company, the Investor Rights Agreement; (b) Amend, supplement, modify, refinance, renew, replace or restructure any Other Debt Document, or waive any term or provision contained therein, except for any Refinancing Indebtedness; or (c) Cancel or terminate any Material Contract (or consent to or accept any cancellation or termination thereof), amend or otherwise modify any Material Contract or give any consent, waiver or approval thereunder, waive any breach of or default under any Material Contract, or take any action in connection with any Material Contract that would impair the value of the interests or rights of any Company Party thereunder or that would impair the interest or rights of the Purchaser hereunder or under this Agreement or any other Investment Document, other than cancellations, terminations, amendments, modifications, consents, waivers or approvals of or under any Material Contract by any Company Party in the ordinary course of business that would not, individually or in the aggregate, have a Material Adverse Effect.