Common use of Amendments and Supplemental Indentures Clause in Contracts

Amendments and Supplemental Indentures. This Amended and Restated Indenture or the Notes may be amended from time to time by the parties hereto, without the consent of any of the Noteholders, (i) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or (ii) to make any change to comply with the TIA or any amendment thereto, or to comply with any requirement of the Commission in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended and Restated Indenture or the Notes may also be amended from time to time by the parties hereto with the consent of the Holders of Notes evidencing more than 662/3% of the Voting Rights (and with prior written notice to the Rating Agency) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Amended and Restated Indenture or the Notes or of modifying in any manner the rights of the Holders of Notes; PROVIDED, HOWEVER, that no amendment to this Amended and Restated Indenture or any supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required to be made for the benefit of such Noteholders, (iii) reduce the aforesaid percentage of the Notes of such series which is required to consent to any such amendment or waiver, or (iv) release any of the Trust Property from the lien hereof (except as otherwise permitted herein) or modify Section 2.06, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish to the Rating Agencies copies of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof.

Amendments and Supplemental Indentures. This Amended and Restated Indenture or the Notes may be amended from time to time by the parties hereto, without the consent of any of the Noteholders, (i) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or (ii) to make any change to comply with the TIA or any amendment thereto, or to comply with any requirement of the Commission in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended and Restated Indenture or the Notes may also be amended from time to time by the parties hereto with the consent of the Holders of Notes evidencing more than 662/366-2/3% of the Voting Rights (and with prior written notice to the Rating Agency) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Amended and Restated Indenture or the Notes or of modifying in any manner the rights of the Holders of Notes; PROVIDED, HOWEVER, that no amendment to this Amended and Restated Indenture or any supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required to be made for the benefit of such Noteholders, (iii) reduce the aforesaid percentage of the Notes of such series which is required to consent to any such amendment or waiver, or (iv) release any of the Trust Property from the lien hereof (except as otherwise permitted herein) or modify Section 2.06, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish to the Rating Agencies copies of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof.

Amendments and Supplemental Indentures. This Amended Section 901. Amendments or Supplemental Indentures without Consent of Holders The Issuers and Restated Indenture or the Notes Guarantor, when authorized by a Committee Resolution and a Board Resolution, as the case may be amended be, and the Trustee, at any time and from time to time by time, may amend or supplement this Indenture, the parties hereto, Securities or the Guarantee without the consent of any Holder, so long as such changes, other than those in clause (2), do not materially and adversely affect the interests of the Noteholders, Holder: (i1) to cure any ambiguity, to correct omission, defect or supplement any provision herein which may be inconsistent with any other provision herein or inconsistency; (2) to make any other provisions modifications or amendments that do not, in the good faith opinion of the Executive Committee of Mediacom LLC and the Board of Directors of Mediacom Capital and the Guarantor and of the Trustee, adversely affect the interests of the Holders in any material respect; (3) to provide for the assumption of either of the Issuer's or the Guarantor's obligations under this Indenture by a successor upon any merger, consolidation or asset transfer as permitted by and in compliance with Article Eight of this Indenture; (4) to provide any security for or additional guarantees of the Securities; (5) to add Events of Default with respect to matters or questions arising under this Amended and Restated Indenture the Securities; (6) to add to the Issuers' or the Notes which shall not be materially inconsistent with Guarantor's covenants for the provisions benefit of this Amended and Restated Indenture the Holders or to surrender any right or power conferred upon the Issuers or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or Guarantor by this Indenture; (ii7) to make any change necessary for the registration of the Securities and the Guarantee under the Securities Act or to comply with the TIA Trust Indenture Act, or any amendment thereto, or to comply with any requirement of the Commission SEC in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended Trust Indenture Act, provided that such modification or amendment does not, in the good faith opinion of the Executive Committee of Mediacom LLC and Restated Indenture or the Notes may also be amended from time to time by Board of Directors of Mediacom Capital and the parties hereto with Guarantor and of the consent Trustee, adversely affect the interests of the Holders of Notes evidencing more than 662/3% of the Voting Rights Securities in any material respect; (and with prior written notice 8) to the Rating Agency) provide for the purpose of adding any provisions uncertificated Securities in addition to or changing in any manner place of certificated Securities or eliminating to provide for bearer Securities; (9) to add to or change any of the provisions of this Amended Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and Restated Indenture with or the Notes without interest coupons; (10) to change or of modifying in eliminate any manner the rights of the Holders provisions of Notes; PROVIDEDthis Indenture, HOWEVER, provided that any such change or elimination shall become effective only when there is no amendment Security Outstanding of any series created prior to this Amended and Restated Indenture or any the execution of such supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required which is entitled to be made for the benefit of such Noteholders, provision; (iii11) reduce to establish the aforesaid percentage form or terms of Securities of any series as permitted by Sections 201 and 301; or (12) to evidence and provide for the Notes acceptance of such appointment hereunder by a successor Trustee with respect to the Securities of one or more series which is required and to consent add to any such amendment or waiver, or (iv) release change any of the Trust Property from provisions of this Indenture as shall be necessary to provide for or facilitate the lien hereof (except as otherwise permitted herein) or modify Section 2.06administration of the trusts hereunder by more than one Trustee, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish pursuant to the Rating Agencies copies requirements of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof611(b).

Amendments and Supplemental Indentures. This Amended and Restated Indenture or the Notes may be amended from time to time by the parties hereto, without the consent of any of the Noteholders, (i) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or (ii) to make any change to comply with the TIA or any amendment thereto, or to comply with any requirement of the Commission in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended and Restated Indenture or the Notes may also be amended from time to time by the parties hereto with the consent of the Holders of Notes evidencing more than 662/3% 66?% of the Voting Rights (and with prior written notice to the Rating Agency) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Amended and Restated Indenture or the Notes or of modifying in any manner the rights of the Holders of Notes; PROVIDED, HOWEVER, that no amendment to this Amended and Restated Indenture or any supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required to be made for the benefit of such Noteholders, (iii) reduce the aforesaid percentage of the Notes of such series which is required to consent to any such amendment or waiver, or (iv) release any of the Trust Property from the lien hereof (except as otherwise permitted herein) or modify Section 2.06, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish to the Rating Agencies copies of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof.

Amendments and Supplemental Indentures. This Amended and Restated Indenture or the Notes may be amended from time to time or supplemented by the parties hereto, without the notice to or consent of any of the Noteholders, (i) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent but with any other provision herein or to make any other provisions with respect to matters or questions arising under this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or (ii) to make any change to comply with the TIA or any amendment thereto, or to comply with any requirement of the Commission in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended and Restated Indenture or the Notes may also be amended from time to time by the parties hereto with the consent of the Holders of Notes evidencing more than 662/3% of the Voting Rights (and with prior written notice to the Rating Agency) Agency and confirmation by such Rating Agency that no reduction or withdrawal of the rating of any Class of Notes would be caused by such amendment or supplement, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Amended and Restated Indenture or the Notes or of modifying in any manner the rights of such Noteholders, provided that such action will not, in the Holders opinion of Notescounsel reasonably satisfactory to the Trustee, materially and adversely affect the interests of any such Noteholders and that such action will not materially and adversely affect the interests of any Swap Provider. This Indenture or the Notes may also be amended or supplemented by the Company and the Trustee with the consent of the Noteholders of Notes evidencing at least 51% of the Aggregate Note Principal Balance for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of modifying in any manner the rights of such Noteholders; PROVIDEDprovided, HOWEVERhowever, that that, no amendment to this Amended and Restated Indenture or any supplemental indenture may (i) cause a reduction in the then current ratings, if any, rating of the Senior Notes or the Subordinated Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required to be made for the benefit of such Noteholders, (iii) reduce the aforesaid percentage of the Notes of such series which is required to consent to any such amendment or waiver, (iv) change the Scheduled Final Payment Date or (ivv) release any of the Trust Property from the lien hereof (except as otherwise permitted herein) or modify Section 2.06, 3.043.07, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish Furthermore, any amendment, modification or waiver of the Indenture that affects the rights, duties or obligations of the Trustee may only be effected with the Trustee's prior written consent. Notwithstanding anything herein to the Rating Agencies copies of all amendments to and supplements contrary, no amendment to this Amended and Restated Indenture. It Indenture or any supplemental indenture shall not be necessary for the consent required to cause a substitution of the Noteholders under this Floating Rate Hedge pursuant to Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if 12.04 hereof so long as all requirements for such consent approves the substance thereof.substitution set forth in Section 12.04

Amendments and Supplemental Indentures. This Amended Section 901. Amendments or Supplemental Indentures without Consent of Holders The Issuer, when authorized by a Board Resolution, and Restated the Trustee, at any time and from time to time, may amend or supplement this Indenture or the Notes may be amended from time to time by the parties hereto, Securities without the consent of any Holder, so long as such changes, other than those in clause (2), do not materially and adversely affect the interests of the Noteholders, Holder: (i1) to cure any ambiguity, to correct omission, defect or supplement any provision herein which may be inconsistent with any other provision herein or inconsistency; (2) to make any other provisions modifications or amendments that do not, in the good faith opinion of the Issuer's Board of Directors and the Trustee, adversely affect the interests of the Holders in any material respect; (3) to provide for the assumption of the Issuer's obligations under this Indenture by a successor upon any merger, consolidation or asset transfer as permitted by and in compliance with Article Eight of this Indenture; (4) to provide any security for or guarantees of the Securities; (5) to add Events of Default with respect to matters the Securities; (6) to add to the Issuer's covenants for the benefit of the Holders or questions arising under to surrender any right or power conferred upon the Issuer by this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT such action shall not adversely affect in any respect the interests of any Noteholder or Indenture; (ii7) to make any change necessary for the registration of the Securities under the Securities Act or to comply with the TIA Trust Indenture Act, or any amendment thereto, or to comply with any requirement of the Commission SEC in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended Trust Indenture Act, provided that such modification or amendment does not, in the good faith opinion of the Issuer's Board of Directors and Restated Indenture or the Notes may also be amended from time to time by Trustee, adversely affect the parties hereto with the consent interests of the Holders of Notes evidencing more than 662/3% of the Voting Rights Securities in any material respect; (and with prior written notice 8) to the Rating Agency) provide for the purpose of adding any provisions uncertificated Securities in addition to or changing in any manner place of certificated Securities or eliminating to provide for bearer Securities; (9) to add to or change any of the provisions of this Amended Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and Restated Indenture with or the Notes without interest coupons; (10) to change or of modifying in eliminate any manner the rights of the Holders provisions of Notes; PROVIDEDthis Indenture, HOWEVER, provided that any such change or elimination shall become effective only when there is no amendment Security Outstanding of any series created prior to this Amended and Restated Indenture or any the execution of such supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required which is entitled to be made for the benefit of such Noteholders, provision; or (iii11) reduce to establish the aforesaid percentage form or terms of Securities of any series as permitted by Sections 201 and 301; or (12) to evidence and provide for the Notes acceptance of such appointment hereunder by a successor Trustee with respect to the Securities of one or more series which is required and to consent add to any such amendment or waiver, or (iv) release change any of the Trust Property from provisions of this Indenture as shall be necessary to provide for or facilitate the lien hereof (except as otherwise permitted herein) or modify Section 2.06administration of the trusts hereunder by more than one Trustee, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish pursuant to the Rating Agencies copies requirements of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof611(b).

Amendments and Supplemental Indentures. This Amended and Restated Indenture or the Notes may be amended from time to time by the parties hereto, without the consent of any of the Noteholders, (i) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Amended and Restated Indenture or the Notes which shall not be materially inconsistent with the provisions of this Amended and Restated Indenture or the Notes, PROVIDED THAT provided that such action shall not adversely affect in any respect the interests of any Noteholder or (ii) to make any change to comply with the TIA or any amendment thereto, or to comply with any requirement of the Commission in connection with the qualification of the Amended and Restated Indenture under the TIA. This Amended and Restated Indenture or the Notes may also be amended from time to time by the parties hereto with the consent of the Holders of Notes evidencing more than 662/366-2/3% of the Voting Rights (and with prior written notice to the Rating Agency) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Amended and Restated Indenture or the Notes or of modifying in any manner the rights of the Holders of Notes; PROVIDEDprovided, HOWEVERhowever, that no amendment to this Amended and Restated Indenture or any supplemental indenture may (i) cause a reduction in the then current ratings, if any, of the Notes, (ii) increase or reduce in any manner the amount of, or accelerate or delay the timing of collections of payments on the related Contracts or distributions that are required to be made for the benefit of such Noteholders, (iii) reduce the aforesaid percentage of the Notes of such series which is required to consent to any such amendment or waiver, or (iv) release any of the Trust Property from the lien hereof (except as otherwise permitted herein) or modify Section 2.06, 3.04, 6.06, 6.08, 6.13 or 9.01, without the consent of each affected Noteholder. The Issuer shall furnish to the Rating Agencies copies of all amendments to and supplements to this Amended and Restated Indenture. It shall not be necessary for the consent of the Noteholders under this Section 9.01 to approve the particular form of any proposed amendment or supplement, but it shall be sufficient if such consent approves the substance thereof.