Common use of AMENDMENT, SUPPLEMENT AND WAIVER Clause in Contracts

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 13 contracts

Samples: Conveyance and Assumption Agreement (Targa Resources Partners LP), Conveyance and Assumption Agreement (Targa Resources Partners LP), Conveyance and Assumption Agreement (Targa Resources Partners LP)

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AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of not less than a majority in aggregate principal amount of the then outstanding Notes including Additional Outstanding Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture or relating to the Notes or the Note Guarantees may be waived with the consent of the Holders of not less than a majority in aggregate principal amount of the then outstanding Outstanding Notes; provided, with respect to amending the Original Indenture as to matters that require the consent of the Holders of not less than a majority in aggregate principal amount of all Debt Securities of each series that would be affected by such amendment, the Notes including and any Additional Notes, if any, voting Notes shall vote together as a single classclass with any future series of the Partnership’s senior Debt Securities (unless otherwise provided in the prospectus relating to such future series of senior Debt Securities) and any other series of the Partnership’s senior Debt Securities then Outstanding which are entitled by their terms to vote on the amendment in question. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure for any ambiguityof the purposes set forth in Section 9.01 of the Indenture, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, including to provide for the assumption of the Issuers’ or a GuarantorIssuer’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation of the Issuer or sale of all or substantially all of the Issuers’ or such GuarantorIssuer’s properties or assets, as applicableto add to the covenants of the Issuer or any Subsidiary Guarantor, to make cure any change that would provide ambiguity or omission or to correct any additional rights defect or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holderinconsistency, to comply with the requirements of the SEC in order to effect or maintain permit the qualification of the Indenture under the TIA, to conform the text of the Indenture add or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum release Subsidiary Guarantors pursuant to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date terms of the Indenture, to allow make any Guarantor to execute a supplemental indenturechange that does not adversely affect the rights under the Indenture of any Holder of the Notes, to secure add to, change or eliminate any of the Notes and/or provisions of the Note GuaranteesIndenture in respect of one or more series of Debt Securities in certain circumstances, to evidence or to provide for the reorganization acceptance of Targa Resources Partners as appointment under the Indenture of a successor or separate Trustee or to establish the form or terms of any other form series of entity, in accordance with Section 5.01 of the IndentureDebt Securities.

Appears in 11 contracts

Samples: Supplemental Indenture (Magellan Midstream Partners, L.P.), Supplemental Indenture (Magellan Midstream Partners, L.P.), Supplemental Indenture (Magellan Midstream Partners Lp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated NotesNotes or to alter the provisions of Article 2 of the Indenture or the Appendix to the Indenture relating to the form of the Notes (including the related definitions) in a manner that does not materially adversely affect any Holder, to provide for the assumption of the IssuersCompany’s, Holdings’ or a any Guarantor’s obligations to Holders by a successor to the Company, Holdings or a Guarantor pursuant to Section 5.01 of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableIndenture, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Act, to provide for the issuance of Additional Notes issued after the Issue Date in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, indenture to secure the Indenture and/or a Guarantee with respect to the Notes and/or the Note Guarantees, or to provide for the reorganization issuance of Targa Resources Partners as any other form of entityexchange notes or private exchange notes, in accordance with Section 5.01 to conform the text of the Indenture, the Guarantees or the Notes to any provision in the Description of Notes or to the extent that such provision in the Description of Notes was intended to be a verbatim recitation of a provision in the Indenture, the Guarantees or the Notes.

Appears in 10 contracts

Samples: Indenture (TransDigm Group INC), Indenture (TransDigm Group INC), TransDigm Group INC

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 (including, without limitation, Additional Notes, if any, ) voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the 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. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code); to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such Guarantor pursuant to Article 5 or sale of all or substantially all Article 10 of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC Holder in order to effect or maintain the qualification of the Indenture under the TIA, any material respect; to conform the text of the Indenture Indenture, the Notes, or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, or the Note Guarantees, which intent may be evidenced by an Officer’s Certificate to that effect; to release any Note Guarantee in accordance with the terms of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Issue Date; to allow any Guarantor to execute a supplemental indenture, indenture and a Note Guarantee with respect to secure the Notes and/or Notes; to comply with the Note Guarantees, requirements of the Commission in order to effect or maintain the qualification of the Indenture under the TIA; or to evidence and provide for the reorganization acceptance of Targa Resources Partners as any other form the appointment of entity, in accordance with Section 5.01 of a successor Trustee under the Indenture.

Appears in 9 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or and the Notes or the Note 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 Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes), and any existing Default or Event or Default, other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or and the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to ; provide for the assumption by a Surviving Entity of the obligations of the Company under the Indenture; provide for uncertificated Notes in addition to or in place of certificated Notes; secure the Notes, add to provide the covenants of the Company for the assumption benefit of the Issuers’ or a Guarantor’s obligations to Holders holders of the Notes and Note Guarantees in or surrender any right or power conferred upon the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to Company; make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to holder of the Notes; comply with the requirements any requirement of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to ; provide for the issuance of Additional Notes in accordance with the limitations set forth Supplemental Indenture; evidence and provide for the acceptance of appointment by a successor Trustee; conform the text of the Indenture or the Notes to any provision of the “Description of notes” of the Prospectus to the extent that such provision in the “Description of notes” of the Prospectus was intended to be a recitation of a provision of the Indenture or the Notes; or make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided that (i) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the date Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 9 contracts

Samples: Eighth Supplemental Indenture (Equinix Inc), Tenth Supplemental Indenture (Equinix Inc), Ninth Supplemental Indenture (Equinix Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Guarantees, the Notes, any Security Document or the Notes or the Note Guarantees Intercreditor Agreement may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated NotesNotes or to alter the provisions of Article 2 of the Indenture or the Appendix to the Indenture relating to the form of the Notes (including the related definitions) in a manner that does not materially adversely affect any Holder, to provide for the assumption of the IssuersCompany’s, Holdings’ or a any Guarantor’s obligations to Holders by a successor to the Company, Holdings or a Guarantor pursuant to Section 5.01 of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableIndenture, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes issued after the Issue Date in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureindenture to the Indenture, a joinder to the Security Documents or the Intercreditor Agreement and/or a Guarantee with respect to the Notes, to secure provide for the issuance of exchange notes or private exchange notes, to conform the text of the Indenture, the Guarantees or the Notes to any provision in the Description of Notes or to the extent that such provision in the Description of Notes was intended to be a verbatim recitation of a provision in the Indenture, the Guarantees or the Notes, to add assets to the Collateral or release Collateral from any Lien as permitted under the Indenture, to mortgage, pledge, hypothecate or grant any other Lien in favor of the Indenture Secured Parties, to provide extensions with respect to timing for, or modifications to the ministerial or administrative requirements for granting Liens, to the extent not prohibited under the Intercreditor Agreements and/or the Note GuaranteesSecurity Documents, to enter into intercreditor arrangements with respect to the Secured Debt or to provide for the reorganization succession of Targa Resources Partners as any parties to the Security Documents or the Intercreditor Agreement (and other form of entityamendments that are administrative or ministerial in nature) in connection with an amendment, in accordance with Section 5.01 of renewal, extensions, substitution, refinancing, restructuring, replacement, supplementing or other modification to the IndentureCredit Facilities or other Secured Debt.

Appears in 7 contracts

Samples: Indenture (TransDigm Group INC), TransDigm Group INC, TransDigm Group INC

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or and the Notes or the Note 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 Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes), and any existing Default or Event or Default, other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or and the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to ; provide for the assumption by a Surviving Entity of the obligations of the Company under the Indenture; provide for uncertificated Notes in addition to or in place of certificated Notes; secure the Notes, add to provide the covenants of the Company for the assumption benefit of the Issuers’ or a Guarantor’s obligations to Holders holders of the Notes and Note Guarantees in or surrender any right or power conferred upon the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to Company; make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to holder of the Notes; comply with the requirements any requirement of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to ; provide for the issuance of Additional Notes in accordance with the limitations set forth Supplemental Indenture; evidence and provide for the acceptance of appointment by a successor Trustee; conform the text of the Indenture or the Notes to any provision of the “Description of Notes” of the Prospectus to the extent that such provision in the “Description of Notes” of the Prospectus was intended to be a recitation of a provision of the Indenture or the Notes; or make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided that (i) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the date Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 6 contracts

Samples: Fifteenth Supplemental Indenture (Equinix Inc), Indenture (Equinix Inc), Indenture (Equinix Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the to enter into additional or supplemental Security Documents or provide for additional Collateral, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or to release Collateral in accordance with the terms of the Indenture and the Security Documents, to evidence and provide for the acceptance and appointment under the Indenture of successor trustees pursuant to the requirements thereof, to allow any Guarantor to execute a supplemental indenture substantially in the form of Exhibit E to the Indenture and/or a joinder to the Guarantee and Collateral Agreement or to provide for the issuance of Additional Notes of the same or an additional series in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturehereof.

Appears in 6 contracts

Samples: Indenture (Calpine Corp), Indenture (Calpine Corp), Indenture (Calpine Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and 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 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 the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a any Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicable, Guarantor pursuant to the Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, Holder in any material respects; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Memorandum; to provide for the issuance of the Exchange Notes pursuant to the Registration Rights Agreement and the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Issue Date; to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure add security to or for the Notes and/or benefit of the Note GuaranteesNotes, or to confirm and evidence the release, termination or discharge of any Note Guarantee or Lien with respect to or securing the Notes when such release, termination or discharge is provided for under the Indenture; or to evidence and provide for the reorganization acceptance and appointment under the Indenture of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of a successor trustee pursuant to the Indenturerequirements therefor.

Appears in 5 contracts

Samples: Indenture (Acadia Healthcare Company, Inc.), Indenture (Acadia Healthcare Company, Inc.), Indenture (Acadia Healthcare Company, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Note Guarantees or the Notes or the Note 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 and Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company's or a any Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Act, to provide for the issuance Issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 5 contracts

Samples: Trico Marine Services (Trico Marine Services Inc), Indenture (Er Acquisition Corp), Indenture (American Cellular Corp /De/)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Issuers’ or a GuarantorCompany’s obligations Obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such GuarantorCompany’s properties or assetsassets pursuant to Article 5 of the Indenture, as applicable, (iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA(v) [Reserved], (vi) to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of the Notes” section of the Issuers’ Offering Memorandum Memorandum, relating to the extent that such text initial offering of the Notes, (vii) to evidence and provide for the acceptance and appointment under the Indenture or of a successor trustee pursuant to the Notes Guarantees was intended to reflect such provision of the “Description of Notes”requirements thereof, (viii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or (ix) to allow any Guarantor to execute a supplemental indenture, indenture and/or a Guarantee with respect to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 5 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the The Indenture or the Notes or the Note 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 Additional (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes, if any, voting as a single class), and any existing Default or Event of Default default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then then-outstanding Notes including Additional (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes, if any, voting as a single class). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Issuers’ Company’s or a Subsidiary Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Subsidiary Guarantor’s properties or assetsassets pursuant to Article 5 of the Indenture, as applicable, (iv) to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such HolderIndenture, (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIATrust Indenture Act of 1939, as amended, (vi) to conform the text of the Indenture Indenture, the Notes, or the Note Subsidiary Guarantees to any provision of the “Description of the Notes” section of in the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of in the “Description of the Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Notes or the Subsidiary Guarantees as evidenced by an Officer’s Certificate of the Company, (vii) to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee pursuant to the requirements thereof, (viii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or (ix) to allow any Subsidiary Guarantor to execute a supplemental indenture, indenture and/or Subsidiary Guarantee with respect to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 4 contracts

Samples: Indenture (Vistra Corp.), Supplemental Indenture (Vistra Energy Corp.), Indenture (Vistra Energy Corp.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ an Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale disposition of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of notes” section of the Issuers’ Offering Memorandum to the extent that such provision was intended to be a verbatim recitation of a provision of the Indenture, the Notes or Note Guarantee, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the Issue Date, to allow any Guarantor to execute a supplemental indenture or a notation of a Note Guarantee with respect to the Notes or to reflect the release of a Note Guarantee in accordance with this Indenture, to secure the Notes or the Note Guarantees, to comply with the rules of any applicable securities depository, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Antero Midstream Partners as in any other form of or entity, in accordance with Section 5.01 5.01(b) of the Indenture.

Appears in 4 contracts

Samples: Indenture (Antero Midstream Corp), Indenture (Antero Midstream Corp), Indenture (Antero Midstream Partners LP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, this Indenture and the Indenture or the Notes or the Note Guarantees Securities 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 Additional Notes, if any, voting as a single class, Securities of each series affected by such amendment or supplement and any existing Default or Event of Default default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single classSecurities of each series affected by such waiver. Without the consent of any Holder of a NoteSecurities of each series affected by such amendment or supplement, this Indenture and the Indenture or the Notes or the Note Guarantees Securities may be amended or supplemented to to, among other things, (a) cure any ambiguity, defect or inconsistency, to ; (b) provide for uncertificated Notes Securities in addition to or in place of certificated Notes, to Securities; (c) provide for the assumption of the Issuers’ or a GuarantorCompany’s obligations to Holders of the Notes and Note Guarantees Securities in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, consolidation; (d) to make any change that would provide any additional rights or benefits to the Holders of Notes Securities or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (e) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Act; (f) to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes and/or the Note Guarantees, this Indenture; (g) evidence or to provide for the reorganization acceptance of Targa Resources Partners as any other form appointment of entitya successor Trustee; (h) mortgage, hypothecate or grant a security interest in accordance with Section 5.01 favor of the IndentureTrustee for the benefit of the Holders of Securities of any series as additional security for the payment and performance of the Company’s or, if applicable, the Guarantor’s obligations herein in any property or assets; or (i) add to, change or eliminate any of the provisions of this Indenture (which addition, change or elimination may apply to one or more series of Securities), provided that, any such addition, change or elimination set forth in clause (i) above (A) shall neither (x) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (y) modify the rights of the Holder of any such Security with respect to such provision or (B) shall become effective only when there is no such outstanding Security.

Appears in 4 contracts

Samples: Indenture (West Virginia Management Services Organization, Inc.), Indenture (Omnicare Inc), Lifepoint Health, Inc.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Subsidiary Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, mistake, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Issuers’ or a GuarantorCompany’s obligations Obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such GuarantorCompany’s properties or assetsassets pursuant to Article 5 of the Indenture, as applicable, (iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (vi) to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of the Notes” section of the Issuers’ Offering Memorandum Memorandum, relating to the extent that such text initial offering of the Notes, (vii) to evidence and provide for the acceptance and appointment under the Indenture or of a successor trustee pursuant to the Notes Guarantees was intended to reflect such provision of the “Description of Notes”requirements thereof, (viii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or (ix) to allow any Guarantor to execute a supplemental indenture, indenture and/or a Guarantee with respect to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 3 contracts

Samples: Indenture (Clearway Energy, Inc.), Indenture (NRG Yield, Inc.), Indenture (NRG Yield, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a GuarantorIssuer’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such GuarantorIssuer’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of the Notes” section of the Issuers’ Issuer’s Offering Memorandum dated July 14, 2015, relating to the initial offering of the Notes, to the extent that such text provision in that “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended Notes, which intent may be evidenced by an Officer’s Certificate to reflect such provision of the “Description of Notes”that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indentureindenture and/or a Note Guarantee with respect to the Notes, including to secure effect the Notes and/or release of a Guarantor from any of its obligations under its Note Guarantee or the Note Guarantees, or Indenture to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indentureextent permitted thereby.

Appears in 3 contracts

Samples: Supplemental Indenture (TerraForm Power, Inc.), Supplemental Indenture (TerraForm Power, Inc.), Supplemental Indenture (TerraForm Power, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the related Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes of each series affected thereby including Additional NotesNotes of such series, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes of either series or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes of each series affected thereby including Additional NotesNotes of such series, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes of either series or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes of either series in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes of either series and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 3 contracts

Samples: Conveyance and Assumption Agreement (Targa Resources Partners LP), Conveyance and Assumption Agreement (Targa Resources Partners LP), Conveyance and Assumption Agreement (Targa Resources Corp.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, this Indenture and the Indenture or the Notes or the Note Guarantees Securities 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 Additional Notes, if any, voting as a single class, Securities of each series affected by such amendment or supplement and any existing Default or Event of Default default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single classSecurities of each series affected by such waiver. Without the consent of any Holder of a NoteSecurities of each series affected by such amendment or supplement, this Indenture and the Indenture or the Notes or the Note Guarantees Securities may be amended or supplemented to to, among other things, (a) cure any ambiguity, defect or inconsistency, to ; (b) provide for uncertificated Notes Securities in addition to or in place of certificated Notes, to Securities; (c) provide for the assumption of the Issuers’ or a Guarantor’s Company's obligations to Holders of the Notes and Note Guarantees Securities in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, consolidation; (d) to make any change that would provide any additional rights or benefits to the Holders of Notes Securities or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (e) to comply with the requirements of the SEC in order to effect or maintain the qualification of the this Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Act; (f) to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes and/or the Note Guarantees, this Indenture; (g) evidence or to provide for the reorganization acceptance of Targa Resources Partners as any other form appointment of entitya successor Trustee; (h) mortgage, hypothecate or grant a security interest in accordance with Section 5.01 favor of the IndentureTrustee for the benefit of the Holders of Securities of any series as additional security for the payment and performance of the Company's or, if applicable, the Guarantor's obligations herein in any property or assets; or (i) add to, change or eliminate any of the provisions of this Indenture (which addition, change or elimination may apply to one or more series of Securities), provided that, any such addition, change or elimination set forth in clause (i) above (A) shall neither (x) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (y) modify the rights of the Holder of any such Security with respect to such provision or (B) shall become effective only when there is no such outstanding Security.

Appears in 3 contracts

Samples: Indenture (NCS of Illinois Inc), Indenture (NCS of Illinois Inc), Ail Technologies Inc

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes and Exchange Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes and Exchange Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect defect, omission or inconsistencyinconsistency (as determined in good faith by the Board of Directors of the Company), to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Circular, relating to the offering of the Initial Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended, as determined in good faith by the Board of Directors of the Company, to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes and/or Indenture or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 3 contracts

Samples: Mortgage, Security Agreement (Titan International Inc), Mortgage, Security Agreement (Titan International Inc), Mortgage, Security Agreement (Titan International Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes Notes, including Additional Notes, if any, voting as a single classclass (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assetsassets in compliance with the Indenture, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to allow any Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Notes, to conform the text of the Indenture or the Note Guarantees to any provision provisions of the “Description of Step-Up Senior Notes” section exhibit of the Issuers’ Offering Memorandum Disclosure Statement, to the extent that such text provision in that “Description of Step-Up Senior Notes” was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes, as evidenced by an Officers’ Certificate, to provide for the issuance of Additional Notes in accordance with the limitations set forth in under the Indenture as of to the date extent otherwise so permitted under the terms of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to evidence and provide for the reorganization acceptance of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indentureappointment by a successor Trustee.

Appears in 3 contracts

Samples: Intercompany Subordination and Credit Agreement, Indenture (Maxcom Telecommunications Inc), Indenture (Maxcom Telecommunications Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or and the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the 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 Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to to: cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Note Guarantees; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture and/or a Note Guarantee with respect to the Notes or to reflect the release of a Note Guarantee in accordance with this Indenture; to secure the Notes and/or the Note Guarantees, ; to comply with the rules of any applicable securities depository; or to provide for the reorganization of Targa Resources Partners TLLP as any other form of entity, in accordance with Section 5.01 5.01(a) of the Indenture.

Appears in 3 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 and Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s Company's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Act, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Guarantee with respect to the Notes, to secure make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents, to conform the text of the Indenture, the Notes and/or or the Note GuaranteesSecurity Documents to any provision of the Description of the Notes section of the Offering Circular to the extent that such provision of the Description of the Notes section of the Offering Circular was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Security Documents, or to provide for reflect any waiver or termination of any right arising under the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 provisions of the IndentureIndenture that otherwise would be enforceable by any holder of the Term Loan Obligations, if such waiver or termination is set forth in the agreement governing such Term Loan Obligations, provided that no such waiver or amendment shall adversely affect the right of holders of Notes.

Appears in 3 contracts

Samples: Indenture (Calpine Corp), Indenture (Calpine Corp), Indenture (Calpine Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsThe Indenture contains provisions permitting the Corporation and the Trustee, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notesof this series affected at the time Outstanding (as defined in the Indenture), if any, voting as a single class, and to execute supplemental indentures for the purpose of adding any existing Default provisions to or Event changing in any manner or eliminating any of Default or compliance with any provision the provisions of the Indenture or of modifying in any manner the rights of the holders of the Notes or the Note Guarantees may be waived with of this series; provided, however, that no such supplemental indenture shall, without the consent of each holder of Notes then Outstanding and affected thereby, (i) change the Holders Maturity Date of any Note or provide for the redemption of any Note prior to such Maturity Date, or reduce the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof or make the principal thereof or any interest thereon payable in any coin or currency other than U.S. dollars, or impair or affect the right of any holder of Notes to institute suit for payment thereof, or (ii) reduce the aforesaid percentage of Notes the holders of which are required to consent to any such supplemental indenture. The Indenture also contains provisions permitting the holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notesof this series at the time Outstanding and affected thereby, on behalf of all of the holders of the Notes of this series, to waive any past default in the performance of any of the covenants contained in the Indenture, or established pursuant to the Indenture, and its consequences, except a default in the payment of the principal of, premium, if any, voting as or interest on any of the Notes of this series or a single class. Without default in respect of any covenant or provision under which the Indenture cannot be modified or amended without the consent of each holder of Notes of this series then Outstanding. Any such consent or waiver by the holder of this Note (unless revoked as provided in the Indenture) shall be conclusive and binding upon such holder and upon all future holders and owners of this Note and of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes issued in addition to exchange herefor or in place hereof (whether by registration of certificated Notestransfer or otherwise), to provide for the assumption irrespective of the Issuers’ whether or a Guarantor’s obligations to Holders not any notation of the Notes and Note Guarantees in the case of a merger such consent or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits waiver is made upon this Note. No reference herein to the Holders Indenture and no provision of Notes this Note or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under shall alter or impair the TIAobligation of the Corporation, which is absolute and unconditional, to conform pay the text principal of and interest on this Note at the Indenture or time and place and at the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth rate and in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturemoney herein prescribed.

Appears in 3 contracts

Samples: Indenture (Flushing Financial Corp), Indenture (Flushing Financial Corp), Indenture (State Bancorp Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsexceptions and the Collateral Trust Agreement, the Indenture or Indenture, the Subsidiary Guarantees and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including Additional consents obtained in connection with a purchase or tender offer or exchange offer for Notes, if any, ) voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Subsidiary Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Subsidiary Guarantees and the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company's or a any Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture and the Security Documents, to conform the text of the Indenture Indenture, the Subsidiary Guarantees, the Security Documents or the Note Guarantees Notes to any provision of the Description of Notes” section of Notes in the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as Offering Memorandum was intended to be a verbatim recitation of the date a provision of the Indenture, the Subsidiary Guarantees, the Security Documents or the Notes, or to allow any Guarantor to execute a supplemental indenture, to secure indenture in the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance Exhibit G to the Indenture and/or a Note Guarantee with Section 5.01 of respect to the IndentureNotes.

Appears in 3 contracts

Samples: Delta Energy Center, LLC, Calpine Corp, Calpine Corp

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect omission, mistake, defect, error or inconsistencyinconsistency or reduce the minimum denomination of the Notes, to provide for uncertificated Notes or Guarantees in addition to or in place of certificated NotesNotes or Guarantees, to provide for the assumption of the Issuers’ obligations of the Company or a Guarantor’s obligations any Guarantor to Holders holders of the Notes and Note Guarantees in the case of a merger or merger, amalgamation, consolidation or sale of all or substantially all of the Issuers’ Company’s assets or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC Holder in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”material respect, to provide for the issuance of Additional Notes in accordance with the limitations provisions set forth in the Indenture as of the date of the Indenture, to allow any Guarantor provide for the issuance of exchange Notes, to execute evidence and provide for the acceptance of an appointment of a supplemental indenturesuccessor trustee, to add Guarantees with respect to the Notes or to add covenants, to conform the Notes to the “Description of Notes” section of the Offering Memorandum, to comply with requirements of the SEC in order to effect or maintain (to the extent applicable) the qualification of the Indenture under the TIA, to secure the Notes and/or the Note GuaranteesNotes, to release a Guarantor upon its sale or designation as an Unrestricted Subsidiary or other permitted release from its Guarantee, or to provide for make any amendment to the reorganization provisions of Targa Resources Partners the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including, without limitation, to facilitate the issuance and administration of Notes; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act (as defined in the Indenture) or any other form applicable securities law and (ii) such amendment does not adversely affect the rights of entity, Holders to transfer Notes in accordance with Section 5.01 of the Indentureany material respect.

Appears in 3 contracts

Samples: Indenture (Six Flags Entertainment Corp), Indenture (Six Flags Entertainment Corp), Indenture (Six Flags Entertainment Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes), and any existing Default or Event or Default, other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or Indenture, the Notes or and the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to ; provide for the assumption by a Surviving Entity of the obligations of the Company under the Indenture; provide for uncertificated Notes in addition to or in place of certificated Notes; add Guarantees with respect to the Notes or confirm and evidence the release, termination or discharge of any security or Guarantee when such release, termination or discharge is permitted by the Indenture; secure the Notes, add to provide the covenants of the Company for the assumption benefit of the Issuers’ or a Guarantor’s obligations to Holders holders of the Notes and Note Guarantees in or surrender any right or power conferred upon the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to Company; make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to holder of the Notes; comply with the requirements any requirement of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to ; provide for the issuance of Additional Notes in accordance with the limitations set forth Supplemental Indenture; evidence and provide for the acceptance of appointment by a successor Trustee; conform the text of the Indenture or the Notes to any provision of the “Description of notes” of the Prospectus to the extent that such provision in the “Description of notes” of the Prospectus was intended to be a recitation of a provision of the Indenture or the Notes; or make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided that (i) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the date Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 3 contracts

Samples: Fifth Supplemental Indenture (Equinix Inc), Fourth Supplemental Indenture (Equinix Inc), Equinix Inc

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notesconsents obtained in connection with a purchase of, if anyor tender offer or exchange offer for, voting as a single classthe notes), and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional consents obtained in connection with a purchase of, tender offer or exchange offer for Notes, if any, voting as a single class). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Definitive Notes, to provide for the assumption of the Issuers’ or a Guarantor’s Company's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s Company's properties or assets, as applicableto secure the Notes pursuant to Section 4.12 of the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture, to add any additional Guarantor with respect to the Notes or to release any Guarantor from its Subsidiary Guarantee, in each case as provided in the Indenture, to comply with the requirements of the SEC Commission in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Subsidiary Guarantees to any provision of the “Description of the Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision in such “Description of the Indenture or the Notes Guarantees Notes” was intended to reflect such be a substantially verbatim recitation of a provision of the “Description of Notes”Indenture, the Notes or the Subsidiary Guarantees, which intent may be evidenced by an Officer's Certificate to that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to evidence or provide for the reorganization acceptance of Targa Resources Partners as any other form appointment under the Indenture of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 3 contracts

Samples: Indenture (Era Group Inc.), Indenture (Era Group Inc.), Indenture (Seacor Holdings Inc /New/)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Senior Subordinated Note Indenture, the Subordinated Subsidiary Guarantees or the Senior Subordinated Notes or the Note 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 Senior Subordinated Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Senior Subordinated Note Indenture, the Subordinated Subsidiary Guarantees or the Senior Subordinated Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Senior Subordinated Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Senior Subordinated Note, the Indenture Senior Subordinated Note Indenture, the Subordinated Subsidiary Guarantees or the Senior Subordinated Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Senior Subordinated Notes in addition to or in place of certificated Senior Subordinated Notes, to provide for the assumption of the Issuers’ Company's or a Guarantor’s 's obligations to Holders of the Senior Subordinated Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Senior Subordinated Notes or that does not adversely affect the legal rights under the Senior Subordinated Note Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Senior Subordinated Note Indenture under the TIA, to conform the text of the Trust Indenture Act or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, Senior Subordinated Note Indenture to secure the Senior Subordinated Note Indenture and/or a Senior Subsidiary Guarantee with respect to the Senior Subordinated Notes. Without the consent of at least 75% in principal amount of the Senior Subordinated Notes and/or the Note Guaranteesthen outstanding (including consents obtained in connection with a tender offer or exchange offer for, or purchase of, such Senior Subordinated Notes), no waiver or amendment to provide for this Senior Subordinated Note Indenture may make any change in the reorganization provisions of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 Article 10 of the IndentureSenior Subordinated Note Indenture that adversely affects the rights of any Holder of Senior Subordinated Notes.

Appears in 2 contracts

Samples: Ball Corp, Ball Corp

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to to: (i) cure any ambiguity, defect or inconsistency, to ; (ii) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (iii) provide for the assumption of the Issuers’ an Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ such Issuer’s or such Guarantor’s properties or assets, as applicable, to ; (iv) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to ; (v) comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to ; (vi) conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum dated July 29, 2014, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, to the Notes or the Note Guarantees; (vii) provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to Issue Date; (viii) secure the Notes and/or or the Note Guarantees, ; (ix) add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture; or (x) evidence or provide for the reorganization acceptance of Targa Resources Partners as any other form appointment under the Indenture of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 2 contracts

Samples: Indenture (Tetra Technologies Inc), Indenture (Compressco Partners, L.P.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or and the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the 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 Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to to: cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Note Guarantees; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture and/or a Note Guarantee with respect to the Notes or to reflect the release of a Note Guarantee in accordance with this Indenture; to secure the Notes and/or the Note Guarantees, or ; to comply with the rules of any applicable securities depository; to provide for the reorganization of Targa Resources Partners TLLP as any other form of entity, in accordance with Section 5.01 5.01(a) of the Indenture; or to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee thereunder pursuant to the requirements thereof.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of by a merger or consolidation or sale of all or substantially all of the Issuers’ successor to either Issuer or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture hereunder of any such Holder, to comply enter into additional or supplemental Security Documents or guarantees or a collateral trust agreement with respect thereto, including the requirements amendment of any security document to reflect or permit the SEC in order to effect incurrence of additional Parity Lien Debt or maintain the qualification of the Indenture Priority Lien Debt that is otherwise permitted under the TIAIndenture, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the Security Documents to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees or the Security Documents, which intent may be evidenced by an Officer’s Certificate to that effect, to release Collateral in accordance with the terms of the Indenture and the Security Documents, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure make, complete or confirm any grant of Collateral permitted or required by the Notes and/or Indenture or any of the Note GuaranteesSecurity Documents or any release, termination, discharge of the Collateral that becomes effective as set forth in the Indenture or any of the Security Documents; or to provide for amend the reorganization of Targa Resources Partners Security Documents as any other form of entity, in accordance with Section 5.01 of required by the IndentureCollateral Trust Agreement.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or and the Notes or the Note 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 Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes), and any existing Default or Event or Default, other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or and the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, issued under the Supplemental Indenture) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to ; provide for the assumption by an Issuer Surviving Entity of the obligations of the Issuer and/or the assumption by a Guarantor Surviving Entity of the obligations of the Guarantor under this Indenture; provide for uncertificated Notes in addition to or in place of certificated Notes; add additional guarantees with respect to the Notes or confirm and evidence the release, termination or discharge of any security or guarantee when such release, termination or discharge is permitted by the Indenture; secure the Notes, add to provide the covenants of the Obligors for the assumption benefit of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in or surrender any right or power conferred upon the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to Obligors; make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to Holder of the Notes; comply with the requirements any requirement of the SEC Commission in order to effect or maintain connection with the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to ; provide for the issuance of Additional Notes in accordance with the limitations set forth Supplemental Indenture; evidence and provide for the acceptance of appointment by a successor Trustee; conform the text of the Indenture or the Notes to any provision of the “Description of Notes” of the Prospectus to the extent that such provision in the “Description of Notes” of the Prospectus was intended to be a recitation of a provision of the Indenture or the Notes; make any amendment to the provisions of the Indenture relating to the transfer and legending of the Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided that (i) compliance with the Indenture as so amended would not result in the Notes being transferred in violation of the date Securities Act or any applicable securities law and (ii) such amendment does not materially and adversely affect the rights of Holders to transfer the Notes; or to evidence the substitution of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 Issuer and the assumption by the Guarantor of the rights, powers, covenants, agreements and obligations of the Issuer pursuant to ‎Section 5.03 of the Base Indenture.

Appears in 2 contracts

Samples: Equinix Europe (Equinix Inc), Equinix Europe (Equinix Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Notes, including Additional Notes, if any, voting as a single class, and subject to certain exceptions, any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, any voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Circular dated March 16, 2006, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

Samples: Supplemental Indenture (Angiotech Pharmaceuticals Inc), Indenture (Tercentenary Holdings, Corp.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such HolderHolder or surrender any right or power conferred upon by the Company, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the Security Documents to any provision of the “Description of New Secured Notes” section of the Issuers’ Company’s Confidential Offering Memorandum Circular and Consent Solicitation Statement dated June 30, 2009, relating to the initial offering of the Notes, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees New Secured Notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Notes, the Note Guarantees or the Security Documents, which intent may be evidenced by an Officers’ Certificate to that effect, to provide for the issuance of Additional Notes additional notes of the same series in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor provide for the appointment of a successor trustee or collateral trustee, subject to execute a supplemental indenturecertain conditions, to secure make, complete, or conform any grant of Collateral permitted or required by the Notes and/or Indenture or any of the Note GuaranteesSecurity Documents or any release, termination or discharge of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents, or to provide an additional Note Guarantee with respect to the Notes or to grant any Lien for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 benefit of the IndentureHolders of the Notes.

Appears in 2 contracts

Samples: Unisys Corp, Unisys Corp

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Note Guarantees or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated NotesNotes or to alter the provisions of Article 2 (including the related definitions) of the Indenture in a manner that does not materially adversely affect any Holder, (iii) to provide for the assumption of the Issuers’ Company's or a any Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such Guarantor pursuant to Article 5 or sale of all or substantially all 12 of the Issuers’ or such Guarantor’s properties or assetsIndenture, as applicable, (iv) to make any change that would provide any additional rights or benefits to the Holders Holders, including the addition of Notes guarantees, or that does not adversely affect the legal rights under the Indenture of any such Holder, (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, (vi) to make, complete or confirm any grant of Collateral permitted or required by the Security Documents, the Collateral Trust Agreement or the Indenture or any release of Collateral that becomes effective as set forth in the Security Documents, the Collateral Trust Agreement or the Indenture, (vii) to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the Description of Notes” section of the Issuers’ Offering Memorandum Notes to the extent that such text provision in the Description of Notes was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, (viii) to reflect any waiver or termination of any right arising under the provisions described in Section 11.01 of the Indenture that otherwise would be enforceable by any holder of any Series of Secured Debt other than the Notes, at any time issued under the Indenture, if such waiver or termination is set forth or provided in the Notes Guarantees was intended Indenture or agreement governing or giving rise to reflect such provision Series of Secured Debt (only to extent the waiver or amendment will not adversely affect the rights of the “Description Holders of the Notes), (ix) to provide for the issuance Issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, and (x) to allow any Guarantor Person to execute a supplemental indenture, indenture and/or Note Guarantee with respect to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturebecome a Guarantor.

Appears in 2 contracts

Samples: Indenture (Reliant Energy Solutions LLC), Indenture (Reliant Energy Solutions LLC)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or any other Note Documents 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or any other Note Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the Security Documents to any provision of the “Description of the New Notes” section of the Issuers’ Offering Memorandum Offer to Exchange, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees or the Security Documents, which intent shall be evidenced by an Officers’ Certificate to that effect, to enter into additional or supplemental security documents, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, to secure the Notes and/or the Note Guaranteeswavier, or to provide consent, Notes owned by the Company or any Guarantor, or any of their respective Subsidiaries, will be considered as though not outstanding, except that for the reorganization purposes of Targa Resources Partners as determining whether the Trustee will be protected in relying on any other form of entitysuch direction, in accordance with Section 5.01 waiver, or consent, only Notes that a Responsible Officer of the IndentureTrustee receives an Officers’ Certificate from the Company that such Notes are so owned will be so disregarded.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes, or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Circular, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, or the Note Guarantees, which intent may be evidenced by an Officer’s Certificate to that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

Samples: Indenture (Coeur Mining, Inc.), Indenture (Coeur Mining, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees Guaranties 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees Guaranties may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees Guaranties may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees Guaranties in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated March 10, 2004, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Guaranties or the Notes, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the IndentureMarch 15, 2004, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Guaranty with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

Samples: Letter Agreement (Pinnacle Entertainment Inc), Letter Agreement (Casino One Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents 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 Additional Notes, if any, ) voting as a single class, and any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on, the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of the Indenture or the Notes or Notes, the Note Guarantees or 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 Additional Notes, if any, ) voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents may be amended or supplemented supplemented: (i) to cure any ambiguity, defect or inconsistency, ; (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (iii) to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, consolidation; (iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; (v) to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the other Note Documents to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Company’s offering memorandum relating to the Initial Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of in the “Description of Notes” was intended to be a verbatim or substantially verbatim recitation of a provision of the Indenture, the Notes, the Note Guarantees or the other Note Documents; (vi) to provide for the issuance of Additional Notes Notes; (vii) to subordinate Liens on Collateral in accordance with the limitations set forth Note Documents; (viii) to confirm and evidence the release, termination or discharge of any Lien with respect to or securing the Notes or the Note Guarantees when such release, termination or discharge is provided for in accordance with the Indenture as of and the date of the Indenture, other Note Documents; (ix) to allow any Guarantor to execute a supplemental indentureindenture and/or a Note Guarantee with respect to the Notes or release the Note Guarantees pursuant to the terms of the Indenture; (x) to add any Collateral as provided in the Indenture or the other Note Documents, as applicable; (xi) with respect to the Security Documents, as provided in the Intercreditor Agreement; (xii) to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents establishing Parity Liens (including to secure Parity Lien Obligations permitted to be incurred and secured under the Notes and/or the Note Guarantees, Indenture); or (xiii) to evidence and provide for the reorganization acceptance of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 2 contracts

Samples: Supplemental Indenture (W&t Offshore Inc), Intercreditor Agreement (W&t Offshore Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of Solera’s, the Issuers’ Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to Solera, the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Issuer or such Guarantor’s properties or assetsGuarantor pursuant to the Indenture, as applicable, (iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (vi) to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Issuers’ Issuer’s Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Circular, (vii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, (viii) to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, (ix) to secure the Notes and/or the Note GuaranteesNotes, or (x) to provide for release a Subsidiary Guarantor of the reorganization of Targa Resources Partners as any Notes upon its sale or other form of entity, permitted release; provided that such sale or release is in accordance with Section 5.01 the applicable provisions of the Indenture.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or Collateral Documents to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated February 4, 2021, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, or the Note Guarantees or Collateral Documents, which intent may be evidenced by an Officers’ Certificate to that effect, to provide for the issuance of Additional Notes enter into additional or supplemental Collateral Documents, to release Collateral in accordance with the limitations set forth in terms of this Indenture and the Indenture as of the date of the IndentureCollateral Documents, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

Samples: Fourth Supplemental Indenture (Full House Resorts Inc), Second Supplemental Indenture (Full House Resorts Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Note Guarantees Guarantees, the Collateral Documents and, with the consent of the First Priority Agent under the New Senior Secured Revolving Credit Facility, the Intercreditor Agreement, 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 Notes, including, without limitation, Additional Notes, if anyany (including, voting as without limitation, consents obtained in connection with a single classtender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event or Default (other than a Default or Event of Default in the payment of the principal of, premium or Special Interest, if any, or interest on, the Notes, except a payment defaulting resulting solely from an acceleration that has been rescinded) or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Notes, including, without limitation, Additional Notes, if anyany (including, voting as without limitation, consents obtained in connection with a single classtender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or, subject to the Intercreditor Agreement, the Collateral Documents, may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, ; (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, ; (iii) to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, ; (iv) to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; (vi) to conform the text of the Indenture Indenture, the Note Guarantees, the Collateral Documents or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision was intended by the Company to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes, which intent shall be evidenced by an Officers’ Certificate to that effect; (vii) to enter into additional or supplemental Collateral Documents; (viii) to release Collateral in accordance with the terms of the Indenture or and the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Collateral Documents; (ix) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; or (x) to allow any Guarantor to execute a supplemental indentureindenture and/or a Note Guarantee with respect to the Notes. Notwithstanding the foregoing, to secure any amendment to, or waiver of, the provisions of the Indenture or any Collateral Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes and/or will require the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 consent of the IndentureHolders of at least 66⅔% in aggregate principal amount of the Notes then outstanding.

Appears in 2 contracts

Samples: Intercreditor Agreement (CPM Holdings, Inc.), CPM Holdings, Inc.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ any Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of by a merger or consolidation or sale of all or substantially all of the Issuers’ successor to such Issuer or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain connection with the qualification of the Indenture under the TIATIA or any applicable securities depositary, to evidence and provide for the acceptance of an appointment by a successor Trustee, to add to the covenants of the Company or any Restricted Subsidiary for the benefit of the Holders of the Notes or to surrender any right or power conferred upon an Issuer or any Restricted Subsidiary, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow provide for any Guarantor to execute a supplemental indentureGuarantee of the Notes, to secure the Notes and/or the Note Guarantees, or to provide for confirm and to evidence the reorganization release or discharge of Targa Resources Partners as any other form Guarantee of entityor Lien securing the Notes when such release, in accordance with Section 5.01 termination or discharge is permitted by the Indenture and to amend the provisions of the IndentureIndenture relating to the transfer and legending of the Notes.

Appears in 2 contracts

Samples: Supplemental Indenture (CyrusOne Inc.), Supplemental Indenture (CyrusOne Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to The Base Indenture permits, with certain exceptionsexceptions as therein provided, the Indenture Company and the Trustee to enter into one or the Notes or the Note Guarantees may be amended or supplemented more supplemental indentures without notice to any Holder but with the written consent of the Holders of a majority in aggregate principal amount of the Securities of each Series then outstanding Notes (including Additional Notesconsents obtained in connection with a tender offer or exchange for the Securities) affected by such supplemental indenture. In addition, if any, voting as a single class, the Base Indenture permits the Company and any existing Default the Trustee to enter into one or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without more supplemental indentures without the consent of any Holder of a Notefor certain specified purposes as therein provided, the Indenture or the Notes or the Note Guarantees may be amended or supplemented including: to cure any ambiguity, defect or inconsistencyinconsistency contained in the Base Indenture, in any supplemental indenture or in any Securities; to provide for uncertificated Notes Securities in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, Securities; to make any change that would provide any additional rights or benefits to the Holders of Notes Securities or that does not adversely affect the legal rights under the Indenture of any such Holder; to evidence the succession of another Person to the Company pursuant to Article V of the Base Indenture and the assumption by such successor of the Company’s covenants, agreements and obligations in the Base Indenture and in the Securities; to modify the Base Indenture in such a manner to comply with the requirements of the SEC in order or as to effect or maintain permit the qualification of the Base Indenture or any supplemental indenture under the TIA; to add any guarantor or to provide any collateral to secure any Notes; to add additional obligors under the Indenture and the Securities; to evidence and provide for the acceptance of appointment by a successor Trustee with respect to the Securities and matters related thereto; or to establish the form or terms of Securities of any Series pursuant to Section 2.2 of the Base Indenture. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each Series at the time outstanding, on behalf of the Holders of all Securities of such Series, to conform waive compliance by the text Company with certain provisions of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Notes Guarantees was intended to reflect Holder of this Security shall be conclusive and binding upon such provision Holder and upon all future Holders of this Security and of any Security issued upon the “Description registration of Notes”transfer hereof or in exchange herefor or in lieu hereof, to provide for the issuance whether or not notation of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, such consent or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturewaiver is made upon this Security.

Appears in 2 contracts

Samples: First Supplemental Indenture (Customers Bancorp, Inc.), Customers Bancorp, Inc.

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, consolidation; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, Holder in any material respect; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture Indenture, or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated January 17, 2013, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to the Indenture and/or a Note Guarantee with respect to the Notes; to secure the Notes and/or the or any Note Guarantees, Guarantee; or to provide add to the covenants of the Company for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 benefit of the IndentureHolders of Notes or surrender any right or power conferred upon the Company.

Appears in 2 contracts

Samples: Indenture (Axiall Corp/De/), Indenture (Axiall Corp/De/)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Supplemental Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Supplemental Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Supplemental Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale consolidation, to effect the release of a Guarantor from its Note Guarantee and the termination of such Note Guarantee (all or substantially all accordance with the provisions of the Issuers’ Supplemental Indenture governing such release and termination), to add any Subsidiary Guarantee or such Guarantor’s properties to secure the Notes or assets, as applicableany Subsidiary Guarantee, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Supplemental Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Supplemental Indenture under the TIA, to conform the text of the Supplemental Indenture or the Note Guarantees Notes to any provision of the “Description of Notesnotes” section of the Issuers’ Offering Memorandum Company’s Prospectus Supplement, dated September 7, 2010, relating to the initial offering of the Notes, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Supplemental Indenture, the Note Guarantees or the Notes, in each case as evidenced by an Officers’ Certificate, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Supplemental Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Supplemental Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

Samples: Supplemental Indenture (Metropcs Communications Inc), First Supplemental Indenture (Metropcs Communications Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes, or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, or the Note Guarantees, which intent may be evidenced by an Officer’s Certificate to that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Guarantees or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ an Issuer’s or a Subsidiary Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such GuarantorIssuer’s properties or assets, as applicableto add or release Subsidiary Guarantors pursuant to the terms of the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or surrender any right or power conferred upon the Issuers or the Subsidiary Guarantors by the Indenture that does not adversely affect the legal rights under the Indenture of any such Holder, to provide for the issuance of additional Notes in accordance with the limitations set forth in the Indenture, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to evidence or provide for the acceptance of appointment under the Indenture of a successor Trustee, to add additional Events of Default, to secure the Notes and/or the Guarantees, to conform the text of the Indenture Indenture, Guarantees, or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of in the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as ” section of the date Offering Memorandum was intended to be a verbatim recitation of a provision of the Indenture, Guarantee or Notes, as provided to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note GuaranteesTrustee in an Officers’ Certificate, or to provide for comply with the reorganization rules of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indentureapplicable securities depositary.

Appears in 2 contracts

Samples: Indenture (Atlas Pipeline Partners Lp), Indenture (Atlas Pipeline Partners Lp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, Security Documents or the Note Guarantees Notes to any provision of the “Description of Indebtedness—Description of 2016 Notes” section of the Issuers’ Offering Memorandum Company’s Confidential Memorandum, dated December 16, 2009, relating to the exchange of the Notes for outstanding 2012 Notes, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees Indebtedness—Description of 2016 Notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Note Guarantees, the Security Documents or the Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the this Indenture, or to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure the Notes and/or the add additional Guarantors or release Guarantors from Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, each in accordance with Section 5.01 the terms of the Indenture, or to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents.

Appears in 2 contracts

Samples: Builders FirstSource, Inc., Builders FirstSource-MBS, LLC

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to (i) cure any ambiguityambiguities, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to (ii) provide for the assumption of the Issuers’ or a Guarantor’s Guarantors’ obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or Guarantors’ assets, (iii) provide for uncertificated Notes in addition to or in place of certificated Notes (provided, that the uncertificated notes are issued in registered form for purposes of Section 163(f) of the Code), (iv) add any Person as applicablea Guarantor of the Notes or secure the Notes or the Note Guarantees, (v) comply with the rules of any applicable Depositary, (vi) evidence and provide for the acceptance of an appointment under this Indenture of a successor Trustee; provided that the successor Trustee is otherwise qualified and eligible to act as such under the terms of this Indenture, (vii) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect in any material respect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to (viii) conform the text of the Indenture or the Note Guarantees Notes to any provision of the descriptions thereof set forth in the “Description of Notes” section of the Issuers’ Offering Memorandum dated June 29, 2017, relating to the initial offering of the Notes to the extent that the Trustee has received an Officers’ Certificate stating that such text of constitutes an unintended conflict with the Indenture or the Notes Guarantees was intended to reflect corresponding provision in such provision of the “Description of Notes., to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 and Additional Notes, if any, voting as a single classclass (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and any existing Default or Event of Default default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single classclass (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a any Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not materially adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, Trust Indenture Act; to allow any Subsidiary to guarantee the Notes; to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of in the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of in the “Description of Notes”, ” was intended to be a verbatim recitation of a provision of the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, described herein; or to allow any Guarantor a Subsidiary to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide indenture for the reorganization purpose of Targa Resources Partners as any other form of entity, providing a Note Guarantee in accordance with Section 5.01 the provisions of the Indenture.

Appears in 2 contracts

Samples: Geo Group Inc, Geo Group Inc

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented (i) to cure any ambiguity, defect or inconsistency, (ii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Issuers’ Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Issuer’s or such Guarantor’s properties or assets, as applicable, and the corresponding release of the Issuer’s or the Guarantor’s obligations under the Indenture, (iv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, (v) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, (vi) to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Prospectus Supplement, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes, (vii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or (viii) to allow any Guarantor to execute a supplemental indenture, indenture to secure the Indenture and/or a Note Guarantee with respect to the Notes and/or and to release Guarantors from the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, Guarantee in accordance with Section 5.01 the terms of the Indenture. Without the consent of the Holders of at least 75% in aggregate principal amount of the Notes then outstanding, no amendment or waiver may make any change to, or extend the time for performance under Section 3.08 of the Supplemental Indenture.

Appears in 2 contracts

Samples: Indenture (Massey Energy Co), Indenture (Alpha Natural Resources, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated September 28, 2006, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure the Notes and/or the or any Note GuaranteesGuarantee, or to provide add to the covenants of the Company for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 benefit of the IndentureHolders of Notes or surrender any right or power conferred upon the Company.

Appears in 2 contracts

Samples: Supplemental Indenture (Georgia Gulf Corp /De/), Indenture (Georgia Gulf Corp /De/)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents (subject to compliance with the Intercreditor Agreements) may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional NotesNotes of each series affected by such amendment or supplement, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional NotesNotes of each series affected by such waiver, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to to: (i) cure any ambiguity, defect defect, mistake or inconsistency, to ; (ii) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (iii) provide for the assumption of the Issuers’ an Issuer’s or a Guarantor’s obligations to Holders of the Notes of and Note Guarantees and under the Security Documents in the case of a merger merger, amalgamation or consolidation or sale of all or substantially all of the Issuers’ such Issuer’s or such Guarantor’s properties or assets, as applicable, to ; (iv) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; (v) at the Issuers’ election, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to if such qualification is required; (vi) conform the text of the Indenture Indenture, the Note Guarantees, the Notes or the Note Guarantees Security Documents or the Intercreditor Agreements (as evidenced by an Officers’ Certificate) to any provision of the “Description of Notesthe notes” section of the Issuers’ Offering Memorandum dated January 25, 2024, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Notes, to the Security Documents, the Intercreditor Agreements or the Note Guarantees; (vii) provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date Issue Date; (viii) make, complete or confirm any grant of Collateral permitted or required by the Indenture or the Security Documents or any release, termination or discharge of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents; (ix) add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture; (x) evidence or provide for the acceptance of appointment under the Indenture of a successor Trustee or a successor Collateral Agent; (xi) grant any Lien for the benefit of the holders of any future Pari Passu Notes-TLB Obligations, Pari Passu ABL Obligations, Pari Passu Second Lien Obligations or Junior Lien Obligations in accordance with and as permitted by the terms of the Indenture and the ABL Intercreditor Agreement (and, with respect to Pari Passu Second Lien Indebtedness or Junior Lien Indebtedness, any Pari Passu Second Lien Intercreditor Agreement or Junior Lien Intercreditor Agreement, as applicable); (xii) add additional secured parties to the Intercreditor Agreements to the extent Liens securing obligations held by such parties are permitted under the Indenture; (xiii) mortgage, pledge, hypothecate or grant a security interest in favor of the Collateral Agent for the benefit of the Trustee and the Holders of the Notes as additional security for the payment and performance of the Issuers’ and any Guarantor’s obligations under the Indenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Trustee or the Collateral Agent in accordance with the terms of the Indenture or otherwise; or (xiv) provide for the succession of any parties to the Security Documents (and other amendments that are administrative or ministerial in nature) and the Intercreditor Agreements in connection with an amendment, renewal, extension, substitution, refinancing, restructuring, replacement, supplementing or other modification from time to time of any agreement in accordance with the terms of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or ABL Intercreditor Agreement and the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturerelevant Security Documents.

Appears in 2 contracts

Samples: Indenture (NGL Energy Partners LP), Supplemental Indenture (NGL Energy Partners LP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated August 3, 2004, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note GuaranteesNotes, or to provide for the reorganization of Targa Resources Partners release a Guarantor upon its sale or designation as any an Unrestricted Subsidiary or other form of entitypermitted release from its Note Guarantee; provided that such sale, designation or release is in accordance with Section 5.01 the applicable provisions of the Indenture.

Appears in 2 contracts

Samples: Indenture (Innophos, Inc.), Indenture (Innophos Investment Holdings, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsexceptions and the Collateral Trust Agreement, the Indenture or Indenture, the Subsidiary Guarantees and the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding Notes (including Additional consents obtained in connection with a purchase or tender offer or exchange offer for Notes, if any, ) voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Subsidiary Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Subsidiary Guarantees and the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company's or a any Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIATrust Indenture Act, to make, complete or confirm any grant of Collateral permitted or required by the Indenture EXHIBIT A-6 or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture and the Security Documents, to conform the text of the Indenture Indenture, the Subsidiary Guarantees, the Security Documents or the Note Guarantees Notes to any provision of the Description of Notes” section of Notes in the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as Offering Memorandum was intended to be a verbatim recitation of the date a provision of the Indenture, the Subsidiary Guarantees, the Security Documents or the Notes, or to allow any Guarantor to execute a supplemental indenture, to secure indenture in the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance Exhibit G to the Indenture and/or a Note Guarantee with Section 5.01 of respect to the IndentureNotes.

Appears in 2 contracts

Samples: Delta Energy Center, LLC, Calpine Corp

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any certain existing Default Defaults or Event Events of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, omission, mistake, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Memorandum, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as Indenture, to secure the Notes or the Note Guarantees pursuant to the requirements of the date Section 4.12 of the Indenture, to allow add any additional Guarantor or to evidence the release of any Guarantor to execute a supplemental indenturefrom its Note Guarantee, in each case as provided in the Indenture, to secure evidence or provide for the Notes and/or acceptance of appointment under the Note GuaranteesIndenture of a successor Trustee, or to provide for the reorganization consummation of Targa Resources Partners as any other form of entity, in accordance with transaction permitted by Section 5.01 of the Indenture.

Appears in 2 contracts

Samples: Indenture (Diamondback Energy, Inc.), Supplemental Indenture (Diamondback Energy, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Security Documents (subject to compliance with the Intercreditor Agreements) may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional NotesNotes of each series affected by such amendment or supplement, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional NotesNotes of each series affected by such waiver, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to to: (i) cure any ambiguity, defect defect, mistake or inconsistency, to ; (ii) provide for uncertificated Notes in addition to or in place of certificated Notes, to ; (iii) provide for the assumption of the Issuers’ an Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees and under the Security Documents in the case of a merger merger, amalgamation or consolidation or sale of all or substantially all of the Issuers’ such Issuer’s or such Guarantor’s properties or assets, as applicable, to ; (iv) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder; (v) at the Issuers’ election, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to if such qualification is required; (vi) conform the text of the Indenture Indenture, the Note Guarantees, the Notes or the Note Guarantees Security Documents or the Intercreditor Agreements (as evidenced by an Officers’ Certificate) to any provision of the “Description of Notesthe notes” section of the Issuers’ Offering Memorandum dated January 25, 2024, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Notes, to the Security Documents, the Intercreditor Agreements or the Note Guarantees; (vii) provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date Issue Date; (viii) make, complete or confirm any grant of Collateral permitted or required by the Indenture or the Security Documents or any release, termination or discharge of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents; (ix) add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture; (x) evidence or provide for the acceptance of appointment under the Indenture of a successor Trustee or a successor Collateral Agent; (xi) grant any Lien for the benefit of the holders of any future Pari Passu Notes-TLB Obligations, Pari Passu ABL Obligations, Pari Passu Second Lien Obligations or Junior Lien Obligations in accordance with and as permitted by the terms of the Indenture and the ABL Intercreditor Agreement (and, with respect to Pari Passu Second Lien Indebtedness or Junior Lien Indebtedness, any Pari Passu Second Lien Intercreditor Agreement or Junior Lien Intercreditor Agreement, as applicable); (xii) add additional secured parties to the Intercreditor Agreements to the extent Liens securing obligations held by such parties are permitted under the Indenture; (xiii) mortgage, pledge, hypothecate or grant a security interest in favor of the Collateral Agent for the benefit of the Trustee and the Holders of the Notes as additional security for the payment and performance of the Issuers’ and any Guarantor’s obligations under the Indenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Trustee or the Collateral Agent in accordance with the terms of the Indenture or otherwise; or (xiv) provide for the succession of any parties to the Security Documents (and other amendments that are administrative or ministerial in nature) and the Intercreditor Agreements in connection with an amendment, renewal, extension, substitution, refinancing, restructuring, replacement, supplementing or other modification from time to time of any agreement in accordance with the terms of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or ABL Intercreditor Agreement and the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenturerelevant Security Documents.

Appears in 2 contracts

Samples: Indenture (NGL Energy Partners LP), Supplemental Indenture (NGL Energy Partners LP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes, if any, voting as a single class), and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived (other than a Default or Event of Default in the payment of the principal of, premium or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes, if any, voting as a single class). Without the consent of any Holder of a Note, the Indenture Indenture, the Notes, the Noteholder Collateral Platform Guarantees or the Notes or the Note Guarantees Security Documents may be amended or supplemented as described in the Indenture, including to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for evidence the assumption by a Successor Person of the Issuers’ or a Guarantor’s covenants and obligations to Holders of the Issuer or any Guarantor under the Indenture and the Notes and Note Guarantees in then outstanding or the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, Noteholder Collateral Platform Guarantees; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not materially adversely affect the legal rights under the Indenture of any such Holder, ; to add guarantees or security with respect to the Notes; to evidence and provide for the acceptance of appointment by a successor Trustee; to comply with the requirements rules of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, any applicable Depositary; to conform the text of the Indenture or the Note Notes, the Noteholder Collateral Platform Guarantees or the Security Documents to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the Indenture, the Notes, the Noteholder Collateral Platform Guarantees or the Security Documents was intended to conform to the text of such “Description of Notes”, to ” section; or provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 2 contracts

Samples: Indenture (Norbord Inc.), Indenture (Norbord Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect defect, omission or inconsistency, to provide for uncertificated Notes inconsistency in addition to the Indenture or in place of certificated the Notes, to provide for the assumption of the Issuers’ or a Subsidiary Guarantor’s obligations to Holders of the Notes and the Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Subsidiary Guarantor’s properties assets to comply with Article 5 or assetsSection 10.04, as applicableto comply with any requirements of the SEC in connection with the qualification of the Indenture under the Trust Indenture Act, to evidence and provide for the acceptance of an appointment by a successor Trustee, to provide for uncertificated Notes in addition to or in place of certificated Notes; provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, to provide for any Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by the Indenture, to add to the covenants of the Issuers or any Subsidiary Guarantor for the benefit of the Holders of the Notes or to surrender any right or power conferred upon the Issuers or any Subsidiary Guarantor, to provide for the issuance of Additional Notes in accordance with the terms of the Indenture, to conform the text of the Indenture, the Notes or the Note Guarantees to any provision of the “Description of the Notes” section of the Offering Memorandum to the extent that such provision in the “Description of the Notes” section of the Offering Memorandum was intended to be a verbatim recitation of a provision the Indenture, the Notes or the Note Guarantees, to comply with applicable Gaming Laws, to the extent that such amendment or supplement is not materially adverse to the Holders of the Notes, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, or to comply with make any amendment to the requirements of the SEC in order to effect or maintain the qualification provisions of the Indenture under relating to the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description transfer and legending of Notes” section of the Issuers’ Offering Memorandum to the extent ; provided, however, that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance (a) compliance with the limitations set forth in the Indenture as so amended would not result in Notes being transferred in violation of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note GuaranteesSecurities Act, or to provide for the reorganization of Targa Resources Partners as any other form applicable securities law and (b) such amendment does not materially and adversely affect the rights of entity, in accordance with Section 5.01 of the IndentureHolders to transfer Notes.

Appears in 2 contracts

Samples: Indenture (MGM Growth Properties Operating Partnership LP), Indenture (MGM Growth Properties LLC)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Inden- ture or the Notes or the Note 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 Additional consents obtained in connection with a ten- der offer or exchange offer for, or purchase of, the Notes, if any, voting as a single class), and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived (other than a Default or Event of Default in the payment of the principal of, premium or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes, if any, voting as a single class). Without the consent of any Holder of a Note, the Indenture Indenture, the Notes, the Noteholder Collateral Platform Guarantees or the Notes or the Note Guarantees Security Documents may be amended or supplemented as described in the Indenture, including to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for evidence the assumption assump- tion by a Successor Person of the Issuers’ or a Guarantor’s covenants and obligations to Holders of the Issuer or any Guarantor under the In- denture and the Notes and Note Guarantees in then outstanding or the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, Noteholder Collateral Platform Guarantees; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely materially ad- versely affect the legal rights under the Indenture of any such Holder, ; to comply add guarantees or security with respect to the Notes; to evidence and provide for the acceptance of appointment by a successor Trustee; to com- ply with the requirements rules of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, any applicable Depositary; to conform the text of the Indenture or the Note Notes, the Noteholder Collateral Platform Guarantees or the Security Documents to any provision of the “Description Descrip- tion of Notes” section of the Issuers’ Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the Indenture, the Notes, the Noteholder Collateral Platform Guarantees or the Security Documents was intended to con- form to the text of such “Description of Notes”, to ” section; or provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 2 contracts

Samples: Execution Version, Indenture

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AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or Notes, the Security Documents, the Escrow Agreement and the Note 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 (including, without limitation, Additional Notes, if any, ) voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Security Documents, the Notes or the 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. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Notes or Notes, the Security Documents and the Note Guarantees may be amended or supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code); to provide for the assumption of the Issuers’ Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Issuer or consolidation such Guarantor pursuant to Article 5 or sale of all or substantially all Article 10 of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC Holder in order to effect or maintain the qualification of the Indenture under the TIA, any material respect; to conform the text of the Indenture Indenture, the Notes, the Security Documents or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Memorandum, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, the Security Documents or the Note Guarantees, which intent may be evidenced by an Officer’s Certificate to that effect; to release any Note Guarantee in accordance with the terms of the Indenture; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Issue Date; to allow any Guarantor to execute a supplemental indenture, indenture and a Note Guarantee with respect to secure the Notes and/or Notes; to comply with the Note Guarantees, requirements of the Commission in order to effect or maintain the qualification of the Indenture under the TIA; or to evidence and provide for the reorganization acceptance of Targa Resources Partners as any other form the appointment of entity, in accordance with Section 5.01 of a successor Trustee or Collateral Agent under the Indenture.

Appears in 2 contracts

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a GuarantorIssuer’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such GuarantorIssuer’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of the Notes” section of the Issuers’ Issuer’s Offering Memorandum dated November 28, 2017, relating to the initial offering of the Notes, to the extent that such text provision in that “Description of the Notes” was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended Notes, which intent may be evidenced by an Officer’s Certificate to reflect such provision of the “Description of Notes”that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indentureindenture and/or a Note Guarantee with respect to the Notes, including to secure effect the Notes and/or release of a Guarantor from any of its obligations under its Note Guarantee or the Note Guarantees, or Indenture to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indentureextent permitted thereby.

Appears in 2 contracts

Samples: Supplemental Indenture (TerraForm Power, Inc.), Supplemental Indenture (TerraForm Power, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or Collateral Documents to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated February 4, 2021, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes, or the Note Guarantees or Collateral Documents, which intent may be evidenced by an Officers’ Certificate to that effect, to provide for the issuance of Additional Notes enter into additional or supplemental Collateral Documents, to release Collateral in accordance with the limitations set forth in terms of this Indenture and the Indenture as of the date of the IndentureCollateral Documents, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.Notes. ​

Appears in 2 contracts

Samples: Fourth Supplemental Indenture (Full House Resorts Inc), Second Supplemental Indenture (Full House Resorts Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated August 3, 2004, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note GuaranteesNotes, or to provide for the reorganization of Targa Resources Partners release a Guarantor upon its sale or designation as any an Unrestricted Subsidiary or other form of entitypermitted release from its Note Guarantee; provided that such sale, designation or release is in accordance with Section 5.01 the applicable provisions of the Indenture.

Appears in 2 contracts

Samples: Indenture (Innophos Investment Holdings, Inc.), Indenture (Innophos, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or Indenture, the Note Guarantees Guarantees, the Notes, the Collateral Documents and the Intercreditor Agreement 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 and Additional Notes, if any, voting as a single class, and any existing Default or Event of Default default or compliance with any provision of the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Note Guarantees, the Notes, the Collateral Documents or the Notes or the Note Guarantees Intercreditor Agreement may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to evidence and provide for the acceptance of appointment under the Indenture by a successor replacement Trustee or under the Collateral Documents or Intercreditor Agreement of a successor or replacement Collateral Agent; to expand the Collateral securing the Notes; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s assets; to confirm and evidence the release, termination or such Guarantor’s properties discharge of any Guarantee of or assetsLien securing the Notes in accordance with the terms of the Indenture, as applicable, Collateral Documents or the Intercreditor Agreement; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC Securities and Exchange Commission in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Trust Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Act; to provide for the issuance Issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, Notes; or to provide for the reorganization of Targa Resources Partners as conform any other form of entity, in accordance with Section 5.01 provision of the Indenture, the Notes, the Guarantees, the Collateral Documents or the Intercreditor Agreement to the “Description of Notes’ contained in the Company’s offering memorandum dated as of [July 8, 2008] to the extent the “Description of Notes” was intended to be a verbatim recitation of a provision in the Indenture, the Notes, the Guarantees, the Collateral Documents or the Intercreditor Agreement.

Appears in 2 contracts

Samples: Form of Indenture (Valimar Home & Land Company, LLC), Supplemental Indenture (Wci Communities Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of Solera’s, the Issuers’ Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to Solera, the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Issuer or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Issuer’s Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Circular, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure the Notes and/or the Note GuaranteesNotes, or to provide for release a Subsidiary Guarantor of the reorganization of Targa Resources Partners Notes upon its sale or designation as any an Unrestricted Subsidiary or other form of entitypermitted release; provided that such sale, designation, or release is in accordance with Section 5.01 the applicable provisions of the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Solera Holdings, Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale consolidation, to effect the release of a Guarantor from its Note Guarantee and the termination of such Note Guarantee (all or substantially all accordance with the provisions of the Issuers’ Indenture governing such release and termination), to add any Subsidiary Guarantee or such Guarantor’s properties to secure the Notes or assets, as applicableany Subsidiary Guarantee, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated October 26, 2006, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

Samples: Metropcs Communications Inc

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company's or a Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company's or such Guarantor’s properties or 's assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, Security Documents or the Note Guarantees Notes to any provision of the "Description of Notes" section of the Issuers’ Company's Offering Memorandum dated February 8, 2005, relating to the initial offering of the Notes, to the extent that such text provision in that "Description of the Indenture or the Notes Guarantees Notes" was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Note Guarantees, the Security Documents or the Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the this Indenture, or to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure add additional Guarantors or release Guarantors frox Xxxx Xxxxxxxxxx, xxxx xx xxxxxxxxxx xxxx xxx xxxxx xx the Notes and/or the Note GuaranteesIndenture, or to provide for make, complete or confirm any grant of Collateral permitted or required by the reorganization of Targa Resources Partners as Indenture or any other form of entity, in accordance with Section 5.01 of the IndentureSecurity Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees Guarantee (with respect to the obligations of the Guarantors to the Holders) 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 Additional Notes, if any, voting as a single class, and 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, if any, on the Notes, except a payment default resulting from acceleration that has been cured) or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteHolder, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s any Obligor's obligations to Holders of by a successor to the Notes and Note Guarantees in Issuer pursuant to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture Indenture, the Notes, the Guarantees or the Note Guarantees Security Documents, to any provision of the "Description of the Notes" section of the Issuers’ Issuer's Offering Memorandum dated March 4, 2015 relating to the extent that such text initial offering of the Notes; to enter into additional or supplemental Security Documents; to release Collateral in accordance with the terms of the Indenture or and the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Security Documents, to provide for the issuance of Additional Notes (and the guarantee of such Notes pursuant to the Guarantee) in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow for any Guarantor to execute a supplemental indenture, indenture with respect to secure the Notes and/or the Note Guarantees, Notes; or to provide for evidence the reorganization succession of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of a new Trustee under the Indenture.

Appears in 1 contract

Samples: Indenture (Berkshire Hathaway Energy Co)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of by a merger or consolidation or sale of all or substantially all of the Issuers’ successor to an Issuer or such Guarantor’s properties or assets, as applicable, Guarantor pursuant to the Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees to any provision of the “Description of Notesnotes” section of the Issuers’ Offering Memorandum dated January 17, 2013, relating to the extent that such text initial offering of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture Indenture; to add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as of the date of provided in the Indenture, to allow any Guarantor to execute a supplemental indenture, ; to secure the Notes and/or or the Note Guarantees, Guarantees pursuant to the requirement of Section 4.12 of the Indenture; or to evidence or provide for the reorganization acceptance of Targa Resources Partners as any other form appointment under the Indenture of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 1 contract

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to (i) cure any ambiguityambiguities, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to (ii) provide for the assumption of the IssuersIssuer’s or Guarantorsor a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the IssuersIssuer’s or Guarantorsor such Guarantor’s properties or assets, (iii) provide for uncertificated Notes in addition to or in place of certificated Notes (provided, that the uncertificated notes are issued in registered form for purposes of Section 163(f) of the Code), (iv) add any Person as applicablea Guarantor of the Notes or secure the Notes or the Note Guarantees, (v) comply with the rules of any applicable Depositary, (vi) evidence and provide for the acceptance of an appointment under this Indenture of a successor Trustee; provided that the successor Trustee is otherwise qualified and eligible to act as such under the terms of this Indenture, (vii) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect in any material respect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to (viii) conform the text of the Indenture or the Note Guarantees Notes to any provision of the descriptions thereof set forth in the “Description of Notes” section of the Issuers’ Issuer’s Offering Memorandum dated September 14, 2017, relating to the initial offering of the Notes to the extent that the Trustee has received an Officer’s Certificate stating that such text of constitutes an unintended conflict with the Indenture or the Notes Guarantees was intended to reflect corresponding provision in such provision of the “Description of Notes., to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Tronox LTD

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Intercreditor Agreement, the Arazi/Lancaster Collateral Agreement, any Security Document or the Notes or the Note Guarantees Securities may be amended or supplemented with the written consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees Securities may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteSecurity, the Indenture or the Notes or the Note Guarantees Securities may be amended or supplemented to to, among other things, cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes certificated Securities in addition to or in place of certificated Notesuncertificated Securities, to provide for the assumption comply with Article 5 and/or Article 12 of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableIndenture, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not materially and adversely affect the legal rights under the Indenture of any such Holder, to evidence and provide for the acceptance of an appointment by a successor trustee, to allow any Subsidiary Guarantor to execute a supplemental indenture and/or add Notes Guarantees with respect to the Underlying Tranches, to enter into additional or supplemental Security Documents or otherwise add Collateral for or further secure the Underlying Tranches or any Note Guarantees or any other obligation under the Indenture, to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release, termination or discharge of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents, to add any Priority Lien Obligations, First Lien Obligations, Second Lien Obligations, Third Lien Obligations, Fourth Lien Obligations or Fifth Lien Obligations, in each case, to the extent permitted under the Indenture, to the Security Documents, the Arazi/Lancaster Collateral Agreement and the Intercreditor Agreement on the terms set forth therein, or otherwise in accordance with the terms of the Indenture, any Security Document, the Arazi/Lancaster Collateral Agreement or the Intercreditor Agreement, or to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA. Without the consent of each Holder affected thereby, no amendment or waiver may (with respect to conform any Securities held by a non-consenting Holder): reduce the text principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; reduce the rate of or change or have the effect of changing the time for payment of interest, on any Underlying Tranches; reduce the principal of or change or have the effect of changing the fixed maturity of any Underlying Tranches, or change the date on which any Underlying Tranches may be subject to redemption (other than in connection with an Olinda Star Disposition Redemption, a FPSO Disposition Redemption and, in each case, any definitions or provisions related thereto) or reduce the redemption price therefor; amend, change or modify in any material respect the obligation of the Company to make and consummate a Change of Control Offer in respect of a Change of Control that has occurred or make and consummate an Asset Sale Offer with respect to any Asset Sale that has been consummated; waive an Event of Default in the payment of principal of, premium, if any, or interest on the Underlying Tranches (except (x) a rescission of acceleration of the Securities by the Holders of at least a majority in aggregate principal amount of the then outstanding Notes with respect to a nonpayment default and a waiver of the payment default that resulted from such acceleration and (y) for an Event of Default under clauses (11) or (12) of Section 6.01 of the Indenture or related to an FPSO Disposition Redemption or an Olinda Star Disposition Redemption and, in each case, any definitions or provisions related thereto); make any Underlying Tranches payable in a currency or place of payment other than that stated in the Underlying Tranches; make any change in provisions of the Indenture entitling each Holder to receive payment of principal of, premium, if any, and interest on such Underlying Tranche on or after the due date thereof or to bring suit to enforce such payment; make any change in the provisions of the Indenture described under “Additional Amounts” that adversely affects the rights of any Holder; make any change to the provisions of the Indenture or the Note Guarantees to any provision Securities that adversely affect the ranking of the “Description of Notes” section of the Issuers’ Offering Memorandum Underlying Tranches; provided that a change to the extent that such text Section 4.12 of the Indenture shall not affect the ranking of the Underlying Tranches; and release any Subsidiary Guarantor from any of their respective obligations under the Note Guarantees or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Indenture, to provide for the issuance of Additional Notes except in accordance with the limitations set forth terms of the Indenture. Notwithstanding anything in the Indenture as to the contrary, without the consent of the date Holders of at least 75% in principal amount of the Notes then outstanding, no amendment, supplement or waiver may release all or substantially all of the Collateral other than in accordance with the Indenture, to allow any Guarantor to execute a supplemental indenturethe Intercreditor Agreement, to secure the Notes and/or Arazi/Lancaster Collateral Agreement and the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureSecurity Documents.

Appears in 1 contract

Samples: Indenture (Arazi S.a r.l.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, and subject to the Indenture or Intercreditor Agreement, the Notes or Indenture, the Notes, the Note Guarantees or the Collateral Documents 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default (except a continuing Default or Event of Default in the payment of the principal of, premium and Liquidated Damages, if any, or interest on, the Notes) or compliance with any provision of the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Collateral Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the Collateral Documents to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated February 4, 2013, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note GuaranteesNotes, or to provide for make, complete or confirm any grant of Collateral permitted or required by the reorganization Indenture or any of Targa Resources Partners the Collateral Documents or any release of Collateral that becomes effective as set forth in the indenture or any other form of entitythe Collateral Documents. In addition, any amendment or supplement to, or waiver of, the provisions of the Indenture or any Collateral Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Note Guarantees or releasing any Guarantor from any of its obligations under its Note Guarantee or the Indenture if the assets or properties of that Guarantor constitute all or substantially all of the Collateral, except in accordance with Section 5.01 the terms of the IndentureIndenture and the Intercreditor Agreement, will require the consent of the holders of at least 95% in aggregate principal amount of the Notes then outstanding.

Appears in 1 contract

Samples: Indenture (Vector Group LTD)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptionsthe exceptions set forth in the Indenture, the Indenture or Indenture, the Notes or Notes, the Note Guarantees and the Security Documents 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 (including, without limitation, Additional Notes, if any, ) voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the 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, ) then outstanding voting as a single class. Without the consent of any Holder of a NoteNotes, to the extent any such change would not adversely affect the Holders of Notes, the Indenture Indenture, the Notes, the Note Guarantees, the Security Documents or the Notes or the Note Guarantees Intercreditor Agreement may be amended or supplemented (1) to cure any ambiguity, defect or inconsistency, ; (2) to provide for uncertificated Notes in addition to or in place of certificated Notes or certificated Notes in addition to or in place of uncertificated Notes, ; (3) to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations Obligations to the Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, ; (4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; (5) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, ; (6) to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, Issue Date; (7) to allow any Guarantor to execute a supplemental indenture, indenture to secure the Indenture and/or a Note Guarantee with respect to the Notes and/or or to release any Guarantor from its Note Guarantee as provided or permitted by the Note Guarantees, or terms of the Indenture; (8) to provide for the reorganization acceptance of Targa Resources Partners as appointment under the Indenture of a successor Trustee or successor Collateral Agent with respect to the Notes issued under the Indenture; (9) to make, complete or confirm any other form Note Guarantee or any grant of entityCollateral permitted or required by the Indenture (including, without limitation, to provide for Other Second Priority Lien Obligations permitted pursuant to clause (6)(B) of the definition of “Permitted Liens” set forth in accordance with Section 5.01 1.01 of the Indenture) or any of the Security Documents or any discharge or release of any Note Guarantee or any Collateral that is permitted by the Indenture or any of the Security Documents; (10) to conform the text of the Indenture, the Note Guarantees or the Notes or any Security Document to any provision of the “Description of the Notes” section in the Offering Memorandum or (11) to make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided, however, that (a) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or any applicable securities law and (b) such amendment does not materially and adversely affect rights of Holders to transfer Notes. Any amendment to, or waiver of, any provision of the Indenture or any Security Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Notes and the Note Guarantees will require the consent of the Holders of at least 66-2/3% in aggregate principal amount of the Notes then outstanding.

Appears in 1 contract

Samples: Indenture (Appvion, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company's or a Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company's or such Guarantor’s properties or 's assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, Security Documents or the Note Guarantees Notes to any provision of the "Description of Notes" section of the Issuers’ Company's Offering Memorandum dated February 8, 2005, relating to the initial offering of the Notes, to the extent that such text provision in that "Description of the Indenture or the Notes Guarantees Notes" was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Note Guarantees, the Security Documents or the Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the this Indenture, or to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure the Notes and/or the add additional Guarantors or release Guarantors from Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, each in accordance with Section 5.01 the terms of the Indenture, or to make, complete or confirm any grant of Collateral permitted or required by the Indenture or any of the Security Documents or any release of Collateral that becomes effective as set forth in the Indenture or any of the Security Documents.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ any Issuer’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of by a merger or consolidation or sale of all or substantially all of the Issuers’ successor to such Issuer or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain connection with the qualification of the Indenture under the TIA, to evidence and provide for the acceptance of an appointment by a successor Trustee, to add to the covenants of the Company or any Subsidiary Guarantor for the benefit of the Holders of the Notes or to surrender any right or power conferred upon an Issuer or any Guarantor, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow provide for any Guarantor to execute a supplemental indentureGuarantee of the Notes, to secure the Notes and/or the Note Guarantees, or to provide for confirm, to evidence the reorganization release or discharge of Targa Resources Partners as any other form Guarantee of entityor Lien securing the Notes when such release, in accordance with Section 5.01 termination or discharge is permitted by the Indenture and to amend the provisions of the IndentureIndenture relating to the transfer and legending of the Notes.

Appears in 1 contract

Samples: Indenture (CyrusOne Inc.)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”Note Guarantee, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indentureIssue Date, to secure the Notes and/or the Note Guarantees, to comply with the rules of any applicable securities depository, or to provide for the reorganization of Targa Resources Xxxxx Energy Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Indenture (Holly Energy Partners Lp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees Subsidiary Guaranties, or, subject to the Intercreditor Agreement, the Security Documents, may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees Subsidiary Guaranties may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or Notes, the Note Guarantees Subsidiary Guaranties, the Registration Rights Agreement or, subject to the Intercreditor Agreement, the Security Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers' or a Guarantor’s the Subsidiary Guarantors' obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of its assets in accordance with the Issuers’ Indenture, to evidence the release of any Subsidiary Guaranty permitted to be released under the terms of the Indenture and the Security Documents or such to evidence the addition of any new Subsidiary Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes (including the addition of any Subsidiary Guarantor) or that does not adversely affect the legal rights under the Indenture Indenture, the Notes, the Subsidiary Guaranties, the Registration Rights Agreement, the Security Documents or the Intercreditor Agreement of any such Holder, to comply with the provisions of the Depositary, Euroclear or Clearstream or the Trustee with respect to the provisions of the Indenture or the Notes relating to transfers and exchanges of Notes or beneficial interests therein, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guaranteescomply with applicable gaming laws and racing laws, or to provide for enter into additional or supplemental Security Documents. Notwithstanding Sections 9.2(a), (b) and (c) of the reorganization Indenture and subject to the Intercreditor Agreement, no portion of Targa Resources Partners as any other form the Collateral may be released from the Lien of entity, the Security Documents (except in accordance with Section 5.01 the provisions of this Indenture and the Security Documents), and none of the IndentureSecurity Documents or the provisions of the Indenture relating to the Collateral may be amended or supplemented, and the rights of any Holders thereunder may not be waived or modified, without, in each case, the consent of the Holders of at least 75% in aggregate principal amount of the then outstanding Notes.

Appears in 1 contract

Samples: Old Evangeline Downs Capital Corp

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any certain existing Default Defaults or Event Events of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, omission, mistake, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of in the “Description of Notes” was intended to set forth, verbatim or in substance, a provision of the Indenture, the Notes or the Note Guarantees (which intent will be certified to the Trustee in an Officers’ Certificate), to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as Indenture, to secure the Notes or the Note Guarantees pursuant to the requirements of the date Section 4.12 of the Indenture, to allow add any additional Guarantor or to evidence the release of any Guarantor to execute a supplemental indenturefrom its Note Guarantee, in each case as provided in the Indenture, to secure evidence or provide for the Notes and/or acceptance of appointment under the Note GuaranteesIndenture of a successor Trustee, or to provide for the reorganization consummation of Targa Resources Partners as any other form of entity, in accordance with transaction permitted under Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Indenture (Viper Energy Partners LP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of the TRP Notes” section of the Issuers’ Offering Memorandum Offer to Exchange to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of the TRP Notes”, ,” to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Conveyance and Assumption Agreement (Targa Resources Partners LP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the any Note 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 (including, without limitation, Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event or Default (other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or the Notes or the 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 classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such Guarantor pursuant to Article V or sale of all or substantially all Article X of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated September 12, 2019, relating to the initial offering of the Notes, to the extent that such text provision of the Indenture Indenture, the Note Guarantees or the Notes Guarantees was intended to reflect such provision conform to the text of the “Description of Notes”, ” as evidenced by an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, Notes; or to evidence and provide for the reorganization acceptance and appointment under the Indenture of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 a successor Trustee pursuant to the requirements of the Indenture.

Appears in 1 contract

Samples: Paying Agent (Patrick Industries Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes Debentures or the Note Debenture 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 Debentures including Additional NotesDebentures, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes Debentures or the Note Debenture Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes Debentures including Additional NotesDebentures, if any, voting as a single class. Without the consent of any Holder of a NoteDebenture, the Indenture or the Notes Debentures or the Note Debenture Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes Debentures in addition to or in place of certificated NotesDebentures, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes Debentures and Note Debenture Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of Notes the Debentures or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Debentures to any provision of the “Description of NotesDebentures” section of the Issuers’ Company’s Offering Memorandum dated May 9, 2006, relating to the initial offering of the Debentures, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees Debentures” was intended to reflect such be a verbatim recitation of a provision of the “Description of Notes”Indenture, the Debenture Guarantees or the Debentures; to provide for the issuance of Additional Notes Debentures in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Debenture Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureDebentures.

Appears in 1 contract

Samples: Supplemental Indenture (Broadwing Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Subsidiary Guarantees or the Notes or the Note 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 including, without limitation, Additional Notes, if any, any then outstanding voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture Indenture, the Subsidiary Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Subsidiary Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, mistake, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a any Guarantor’s obligations to Holders of the Notes and Note Subsidiary Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially adversely affect the legal rights under the Indenture of any such Holder, Holder as determined by the Board of Directors of the Company; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to add additional Guarantees with respect to the Notes or release Guarantors from Subsidiary Guarantees as provided or permitted by the terms of the Indenture; to conform the text of the Indenture Indenture; or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum Company’s Prospectus Supplement dated January 23, 2006, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes”, ” was intended to provide for the issuance be a verbatim recitation of Additional Notes in accordance with the limitations set forth in the Indenture as of the date a provision of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or Subsidiary Guarantees or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

Samples: Supplemental Indenture (DRS Technologies Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture Indenture, the Note Guarantees or the Notes or the Note 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 and Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including and Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture Indenture, the Note Guarantees or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ an Issuer’s or a any Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ such Issuer’s or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture or under the Intercreditor Agreement of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum dated April 30, 2010, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, to provide for the issuance Issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

Samples: Supplemental Indenture (Susser Holdings CORP)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes Debentures or the Note Debenture 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 Debentures including Additional NotesDebentures, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes Debentures or the Note Debenture Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes Debentures including Additional NotesDebentures, if any, voting as a single class. Without the consent of any Holder of a NoteDebenture, the Indenture or the Notes Debentures or the Note Debenture Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes Debentures in addition to or in place of certificated NotesDebentures, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes Debentures and Note Debenture Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of Notes the Debentures or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Debentures to any provision of the “Description of NotesDebentures” section of the Issuers’ Company’s Offering Memorandum dated May 9, 2006, relating to the initial offering of the Debentures, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees Debentures” was intended to reflect such be a verbatim recitation of a provision of the “Description of Notes”Indenture, the Debenture Guarantees or the Debentures; to provide for the issuance of Additional Notes Debentures in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Debenture Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureDebentures.

Appears in 1 contract

Samples: Supplemental Indenture (Broadwing Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such guarantor pursuant to Article 5 or sale of all or substantially all Article 10 of the Issuers’ or such Guarantor’s properties or assets, as applicableIndenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to comply with Article 5 of the Indenture, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. In addition, any amendment to, or waiver of, the provisions of the Indenture relating to subordination (including with respect to any Note Guarantee) 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. Also, any amendment to such provisions (including with respect to any Note Guarantee) will require the consent of the holders of Designated Senior Debt. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Circular dated April 27, 2004, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees or the Notes, to allow any Guarantor to execute a supplemental indenture to the Indenture and/or a Note Guarantee with respect to the Notes or to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Emmis Operating Co)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or and the Note Guarantees may be amended or supplemented with the consent of the Holders of at least a majority in aggregate principal amount of the then then-outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the 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 Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to to: cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of outstanding Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text provision was intended to be a verbatim recitation of a provision of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Note Guarantees; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture and/or a Note Guarantee with respect to the Notes or to reflect the release of a Note Guarantee in accordance with this Indenture; to secure the Notes and/or the Note Guarantees, or ; to comply with the rules of any applicable securities depository; to provide for the reorganization of Targa Resources Partners TLLP as any other form of entity, in accordance with Section 5.01 5.01(a) of the Indenture; or to evidence and provide for the acceptance and appointment under the Indenture of a successor Trustee thereunder pursuant to the requirements thereof.

Appears in 1 contract

Samples: Indenture (Tesoro Logistics Northwest Pipeline LLC)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of by a merger or consolidation or sale of all or substantially all of the Issuers’ successor to an Issuer or such Guarantor’s properties or assets, as applicable, Guarantor pursuant to the Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees to any provision of the “Description of Notesnotes” section of the Issuers’ Offering Memorandum dated January , 2013, relating to the extent that such text initial offering of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture Indenture; to add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as of the date of provided in the Indenture, to allow any Guarantor to execute a supplemental indenture, ; to secure the Notes and/or or the Note Guarantees, Guarantees pursuant to the requirement of Section 4.12 of the Indenture; or to evidence or provide for the reorganization acceptance of Targa Resources Partners as any other form appointment under the Indenture of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 1 contract

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

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any), voting as a single class, and, subject to Sections 6.04 and 6.07 of the Indenture, any existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, on, or interest of 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 the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any), voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented supplemented: to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale disposition of all or substantially all of the Issuers’ Company’s or such Guarantor’s properties or assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, including to comply with the requirements of the SEC or DTC in order to maintain the transferability of the Notes pursuant to Rule 144A or Regulation S; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”, Memorandum; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, ; to secure the Notes and/or or the Note Guarantees, Guarantees pursuant to the requirement of Section 4.12 of the Indenture; to add any additional Guarantor or to evidence the release of any Guarantor from its Note Guarantee, in each case as provided in the Indenture; or to evidence or provide for the reorganization acceptance of Targa Resources Partners as any other form appointment under the Indenture of entity, in accordance with Section 5.01 of the Indenturea successor Trustee.

Appears in 1 contract

Samples: Supplemental Indenture (Callon Petroleum Co)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or Indenture, the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to (i) cure any ambiguityambiguities, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to (ii) provide for the assumption of the IssuersIssuer’s or Guarantorsor a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the IssuersIssuer’s or Guarantorsor such Guarantor’s properties or assets, (iii) provide for uncertificated Notes in addition to or in place of certificated Notes (provided, that the uncertificated notes are issued in registered form for purposes of Section 163(f) of the Code), (iv) add any Person as applicablea Guarantor of the Notes or secure the Notes or the Note Guarantees, (v) comply with the rules of any applicable Depositary, (vi) evidence and provide for the acceptance of an appointment under this Indenture of a successor Trustee; provided that the successor Trustee is otherwise qualified and eligible to act as such under the terms of this Indenture, (vii) make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect in any material respect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to (viii) conform the text of the Indenture Indenture, the Notes or any Note Guarantee to the Note Guarantees to any provision of descriptions thereof set forth in the “Description of Notes” section of the Issuers’ Issuer’s Offering Memorandum Circular dated March 1, 2021, relating to the initial offering of the Notes to the extent that the Trustee has received an Officer’s Certificate stating that such text of constitutes an unintended conflict with the Indenture or the Notes Guarantees was intended to reflect corresponding provision in such provision of the “Description of Notes., to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the Indenture.

Appears in 1 contract

Samples: Tronox Holdings PLC

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes (including Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect omission, mistake, defect, error or inconsistencyinconsistency or reduce the minimum denomination of the Notes, to provide for uncertificated Notes or Guarantees in addition to or in place of certificated NotesNotes or Guarantees, to provide for the assumption of the Issuers’ obligations of the Issuer or a Guarantor’s obligations any Guarantor to Holders of the Notes and Note Guarantees in the case of a merger or merger, amalgamation, consolidation or sale of all or substantially all of the Issuers’ Issuer’s assets or such Guarantor’s properties or assets, as applicable, to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC Holder in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Offering Memorandum to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the “Description of Notes”material respect, to provide for the issuance of Additional Notes in accordance with the limitations provisions set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, to secure the Notes and/or the Note Guarantees, or to provide for the reorganization issuance of Targa Resources Partners exchange Notes, to evidence and provide for the acceptance of an appointment of a successor trustee, to add Guarantees with respect to the Notes or to add covenants, to conform the Notes to the “Description of Notes” section of the Offering Memorandum, to release a Guarantor upon its sale or designation as an Unrestricted Subsidiary or other permitted release from its Guarantee, or to make any amendment to the provisions of the Indenture relating to the transfer and legending of Notes as permitted by the Indenture, including, without limitation, to facilitate the issuance and administration of Notes; provided, however, that (i) compliance with the Indenture as so amended would not result in Notes being transferred in violation of the Securities Act (as defined in the Indenture) or any other form applicable securities law and (ii) such amendment does not adversely affect the rights of entity, Holders to transfer Notes in accordance with Section 5.01 of the Indentureany material respect.

Appears in 1 contract

Samples: Indenture (Six Flags Entertainment Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Circular dated July 24, 2012, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Notes or the Note Guarantees, which intent may be evidenced by an Officers’ Certificate to that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to comply with the requirements of applicable Gaming Laws or to provide for requirements imposed by applicable Gaming Authorities or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

Samples: Indenture (Isle of Capri Casinos Inc)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, and subject to the Indenture or Intercreditor Agreement, the Notes or Indenture, the Notes, the Note Guarantees or the Collateral Documents 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default (except a continuing Default or Event of Default in the payment of the principal of, premium and Liquidated Damages, if any, or interest on, the Notes) or compliance with any provision of the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Collateral Documents may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or Indenture, the Notes or Notes, the Note Guarantees or the Collateral Documents may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture or Indenture, the Notes, the Note Guarantees or the Collateral Documents to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum Circular dated August 8, 2007, relating to the initial offering of the Notes, to the extent that such text of the Indenture or the Notes Guarantees was intended to reflect such provision of the in that “Description of Notes” was intended to be a verbatim recitation of a provision of the Indenture, the Note Guarantees, the Collateral Documents or the Notes; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note GuaranteesNotes, or to provide for make, complete or confirm any grant of Collateral permitted or required by the reorganization Indenture or any of Targa Resources Partners the Collateral Documents or any release of Collateral that becomes effective as set forth in the indenture or any other form of entitythe Collateral Documents. In addition, any amendment or supplement to, or waiver of, the provisions of the Indenture or any Collateral Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Note Guarantees or releasing any Guarantor from any of its obligations under its Note Guarantee or the Indenture if the assets or properties of that Guarantor constitute all or substantially all of the Collateral, except in accordance with Section 5.01 the terms of the IndentureIndenture and the Intercreditor Agreement, will require the consent of the holders of at least 95% in aggregate principal amount of the Notes then outstanding.

Appears in 1 contract

Samples: Indenture (Vector Group LTD)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the any Note 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 (including, without limitation, Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event or Default (other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or the Notes or the 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 classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such Guarantor pursuant to Article V or sale of all or substantially all Article X of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated January 31, 2018, relating to the initial offering of the Notes, to the extent that such text provision of the Indenture Indenture, the Note Guarantees or the Notes Guarantees was intended to reflect such provision conform to the text of the “Description of Notes”, ” as evidenced by an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, Notes; or to evidence and provide for the reorganization acceptance and appointment under the Indenture of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 a successor Trustee pursuant to the requirements of the Indenture.

Appears in 1 contract

Samples: Paying Agent (American Woodmark Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a NoteNotes, the Indenture or Indenture, the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, omission, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company or such Guarantor’s properties or assets, as applicableGuarantor pursuant to the Indenture, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes, or the Note Guarantees to any provision of the “Description of the Notes” section of the Issuers’ Company’s Offering Memorandum Memorandum, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees Notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Notes, or the Note Guarantees, which intent may be evidenced by an Officer’s Certificate to that effect, to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note GuaranteesNotes, or to provide for the reorganization of Targa Resources Partners as make any other form change that does not adversely affect the rights of entity, in accordance with Section 5.01 any Holder of the Indenture.Notes..

Appears in 1 contract

Samples: Indenture (Hecla Mining Co/De/)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or Indenture, the Notes or the Note 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 (including, without limitation, Additional Notes, if any, ) voting as a single classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes), and any existing Default or Event or Default (other than a Default or Event of Default in the payment of the principal of, 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 the Indenture or the Notes or the 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 classclass (including, without limitation, consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Notes). Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company’s or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in by a successor to the case of a merger Company or consolidation such Guarantor pursuant to Article V or sale of all or substantially all Article X of the Issuers’ or such Guarantor’s properties or assets, as applicable, Indenture; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture or Indenture, the Note Guarantees or the Notes to any provision of the “Description of Notes” section of the Issuers’ Company’s Offering Memorandum dated July 11, 2019, relating to the initial offering of the Notes, to the extent that such text provision of the Indenture Indenture, the Note Guarantees or the Notes Guarantees was intended to reflect such provision conform to the text of the “Description of Notes”, ” as evidenced by an Officer’s Certificate; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indentureindenture to the Indenture and/or a Note Guarantee with respect to the Notes, to secure provided any such supplemental indenture may be signed by the Notes and/or Company, the Guarantor providing the Note Guarantees, Guarantee and the Trustee; or to evidence and provide for the reorganization acceptance and appointment under the Indenture of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 a successor Trustee pursuant to the requirements of the Indenture.

Appears in 1 contract

Samples: Paying Agent (MTS Systems Corp)

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the EXHIBIT A consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, ; to provide for uncertificated Notes in addition to or in place of certificated Notes, ; to provide for the assumption of the Issuers’ Company's or a Guarantor’s 's obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ Company's or such Guarantor’s properties or 's assets, as applicable, ; to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, ; to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, ; to conform the text of the Indenture Indenture, or the Note Guarantees Notes to any provision of the "Description of Notes" section of the Issuers’ Company's Offering Memorandum Circular dated January 29, 2004, relating to the initial offering of the Notes, to the extent that such text provision in that "Description of the Indenture or the Notes Guarantees Notes" was intended to reflect such be a verbatim recitation of a provision of the “Description of Indenture, the Note Guarantees or the Notes”, ; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, ; to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, Notes; or to evidence and provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 acceptance of the Indentureappointment under the Indenture of a successor trustee.

Appears in 1 contract

Samples: Carmike Cinemas Inc

AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes or the Note 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 Additional Notes, if any, voting as a single class, and any existing Default or Event of or Default or compliance with any provision of the Indenture or the Notes or the Note Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Notes including Additional Notes, if any, voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes or the Note Guarantees may be amended or supplemented to cure any ambiguity, defect or inconsistency, to provide for uncertificated Notes in addition to or in place of certificated Notes, to provide for the assumption of the Issuers’ or a Guarantor’s obligations to Holders of the Notes and Note Guarantees in the case of a merger or consolidation or sale of all or substantially all of the Issuers’ or such Guarantor’s properties or assets, as applicableconsolidation, to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights under the Indenture of any such Holder, to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the TIA, to conform the text of the Indenture Indenture, the Notes or the Note Guarantees to any provision of the “Description of Notesthe senior subordinated notes” section of the Issuers’ Offering Memorandum dated December 16, 2004, relating to the initial offering of the Notes, to the extent that such text provision in that “Description of the Indenture or the Notes Guarantees senior subordinated notes” was intended to reflect such be a verbatim recitation of a provision of the “Description of Notes”Indenture, the Notes or the Guarantees; to provide for the issuance of Additional Notes in accordance with the limitations set forth in the Indenture as of the date of the Indenture, or to allow any Guarantor to execute a supplemental indenture, indenture to secure the Notes Indenture and/or a Note Guarantee with respect to the Note Guarantees, or to provide for the reorganization of Targa Resources Partners as any other form of entity, in accordance with Section 5.01 of the IndentureNotes.

Appears in 1 contract

Samples: Indenture (MagnaChip Semiconductor LTD (United Kingdom))

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