Common use of Amendments, Modifications, Waivers Clause in Contracts

Amendments, Modifications, Waivers. This Agreement, including the Exhibits hereto, may be only be modified, amended or supplemented, and any of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholders; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the consent of each Consenting Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect on the rights of, or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or (e) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,

Amendments, Modifications, Waivers. This Agreement(a) Except as set forth in the last sentence of this Section 8.12(a), including the Exhibits hereto, this Support Agreement may be only be modified, amended or supplemented, and any of the terms hereof (including in Section 3.1 hereof) may only be waived, by an agreement in writing (which may include a response to an electronic mail signed by counsel to each of the applicable parties) among the Company Dex Parties and the Requisite NoteholdersRequired Consenting Lenders; providedprovided that (1) any such modification, that amendment, supplement or waiver shall not be effective unless also agreed to in writing by each Consenting Lender (i) under a particular Credit Agreement whose treatment or rights is adversely affected by the modification, amendment, supplement or waiver in a manner different from the other Consenting Lenders under such Credit Agreement or (ii) whose consent would be required under the first proviso of Section 9.02(b) of the RHD Credit Agreement or under the second proviso of Section 9.02(b) of the Dex East Credit Agreement or the Dex West Credit Agreement, as applicable, if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of Amendment Term Sheet (each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the consent of each Consenting Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregateform attached hereto as Exhibit D, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect E and F on the rights of, or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (dSupport Agreement Effective Date) impacts the rights of any Consenting Noteholder in its capacity as were instead a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or under the applicable Credit Agreement, and (e2) modifies this Section 10if the Dex Parties and the Required Consenting Lenders consent to any such modification, amendment, supplement or waiver, but a Consenting Lender whose consent is required under part (1) above does not so consent, the consent in writing (which Dex Parties may include terminate such non-consenting Consenting Lender as a response Party to an electronic mail by counsel to this Support Agreement and, as of the applicable parties) date of each such termination, such Consenting Noteholder Lender shall be required for such have no rights or obligations under this Support Agreement. For the avoidance of doubt, any modification, amendment, supplement, extension or waiver to be effective that is expressly permitted under this Support Agreement with respect to such Consenting Noteholder; and (ii) for purposes the prior consent of determining the “Requisite Noteholders” required pursuant Administrative Agents and/or the Majority Documentation Lenders is not a modification, amendment, supplement, extension or waiver that is subject to this Section 10 to consent 8.12. (b) Except as set forth in respect the last sentence of this Section 8.12(b), the SuperMedia Support Agreement may only be modified, amended or supplemented, and any of the terms thereof (including in Section 3.1 thereof) may only be waived, by an agreement in writing signed by the Required Consenting Lenders hereunder. For the avoidance of doubt, any modification, amendment amendment, supplement, extension or supplement towaiver that is expressly permitted under the SuperMedia Support Agreement with the prior consent of the Administrative Agent and/or the Majority Documentation Lenders (in each case, as defined in the SuperMedia Support Agreement) is not a modification, amendment, supplement, extension or waiver that is subject to this Section 8.12. (c) The definition of Required Consenting Lenders, and this Section 8.12, may not be modified, amended or supplemented, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and any of its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C heretoterms waived, as applicable, Schedule I hereto shall be deemed to be amended to include without the applicable joining prior written consent of each Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,Lender.

Amendments, Modifications, Waivers. This Agreement(a) Except as set forth in the last sentence of this Section 8.12(a), including the Exhibits hereto, this Support Agreement may be only be modified, amended or supplemented, and any of the terms hereof (including in Section 3.1 hereof) may only be waived, by an agreement in writing (which may include a response to an electronic mail signed by counsel to each of the applicable parties) among the Company SuperMedia Parties and the Requisite NoteholdersRequired Consenting Lenders; providedprovided that (1) any such modification, that amendment, supplement or waiver shall not be effective unless also agreed to in writing by each Consenting Lender (i) whose treatment or rights are adversely affected by the modification, amendment, supplement or waiver in a manner different from the other Consenting Lenders or (ii) whose consent would be required under the first proviso of Section 9.02(b) of the Credit Agreement if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date Amendment Term Sheet (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the consent of each Consenting Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect form attached hereto as Exhibit D on the rights of, or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (dSupport Agreement Effective Date) impacts the rights of any Consenting Noteholder in its capacity as were instead a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or under the Credit Agreement, and (e2) modifies this Section 10if the SuperMedia Parties and the Required Consenting Lenders consent to any such modification, amendment, supplement or waiver, but a Consenting Lender whose consent is required under part (1) above does not so consent, the consent in writing (which SuperMedia Parties may include terminate such non-consenting Consenting Lender as a response Party to an electronic mail by counsel to this Support Agreement and, as of the applicable parties) date of each such termination, such Consenting Noteholder Lender shall be required for such have no rights or obligations under this Support Agreement. For the avoidance of doubt, any modification, amendment, supplement, extension or waiver to be effective that is expressly permitted under this Support Agreement with respect to such Consenting Noteholder; and (ii) for purposes the prior consent of determining the “Requisite Noteholders” required pursuant Administrative Agent and/or the Majority Documentation Lenders is not a modification, amendment, supplement, extension or waiver that is subject to this Section 10 to consent 8.12. (b) Except as set forth in respect the last sentence of this Section 8.12(b), the Dex Support Agreement may only be modified, amended or supplemented, and any of the terms thereof (including in Section 3.1 thereof) may only be waived, by an agreement in writing signed by the Required Consenting Lenders hereunder. For the avoidance of doubt, any modification, amendment amendment, supplement, extension or supplement towaiver that is expressly permitted under the Dex Support Agreement with the prior consent of the Administrative Agents and/or the Majority Documentation Lenders (in each case, as defined in the Dex Support Agreement) is not a modification, amendment, supplement, extension or waiver that is subject to this Section 8.12. (c) The definition of Required Consenting Lenders, and this Section 8.12, may not be modified, amended or supplemented, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and any of its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C heretoterms waived, as applicable, Schedule I hereto shall be deemed to be amended to include without the applicable joining prior written consent of each Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,Lender.

Amendments, Modifications, Waivers. This (a) Subject to the terms set forth in this Agreement, including in Section 9.1(b), this Agreement (including, without limitation, the Exhibits heretoPlan, the Plan Funding Agreement and the Disclosure Statement) may be only be modified, amended or supplemented, and any of the terms hereof thereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholders; provided, that waived with (i) in the case of any such modification, amendment or supplementation, the written consent by each of (a) the Company, (b) the Required Consenting Lenders, and (c) the Plan Investor (each of the Required Consenting Bridge Lenders/Noteholders, the Required Consenting Intercompany Lenders and the Plan Investor a “Required Party” and shall be referred to herein collectively as the “Required Parties”), and (ii) in the case of a waiver, by the Party or Parties waiving rights pursuant to the terms of such waiver, except that any waiver by the Required Consenting Bridge Lenders/Noteholders or the Required Consenting Intercompany Lenders shall be binding on all Consenting Noteholders and all Consenting Bridge Lenders and any waiver by the Required Consenting Intercompany Lenders shall be binding on all lenders under the Intercompany Credit Agreement; provided that, if such the modification, amendment, supplement or waiver at issue adversely impacts the treatment or rights of any Consenting Lender (ain its capacity as a Consenting Lender) modifies in a materially different and materially disproportionate manner when compared to the Expiration Dateeffect thereof on other Consenting Lenders in its Consenting Class, the consent agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each such Consenting Noteholder Lender whose treatment or rights are so adversely impacted shall also be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting NoteholderLender; provided, further, however, that the Company and waiver of a Termination Event arising from the Requisite Noteholders may extend, one time only, the Expiration Date to breach by a date that is Required Party of its obligations hereunder shall not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without require the consent of each Consenting Noteholder; such breaching Required Party. If any ruling is made by the Panel that any provision of this Agreement is not permitted by the Takeover Code, such provision shall be given no effect. The Parties shall use reasonable efforts to replace such provision with a valid and enforceable provision which is acceptable to the Panel and carries out, as closely as possible, the intentions of the parties. (b) modifies Without prejudice to the rate at which other provisions of this Agreement, each of the Notes are Parties agrees to use its respective reasonable best efforts to take or cause to be exchanged for Class B Preferred Shares that would represent a variation taken, in good faith, all appropriate actions (including any amendments, modifications and supplements to this Agreement, the Plan and Disclosure Statement and the Plan Funding Agreement) as is reasonably necessary, appropriate and advisable to memorialize and effectuate the Transaction, including, without limitation, to obtain Bankruptcy Court confirmation of the number Plan pursuant to a final order of Class B Preferred Shares the Bankruptcy Court; provided that no Party shall have any obligation to take any action or otherwise agree to any amendment, modification or supplement that (i) creates any additional material obligation on such Party or (ii) adversely affects in any material respect the treatment, obligations or rights of such Party (it being agreed that, for the avoidance of doubt, any change to the Plan that results in a diminution of the value of the property to be received by a Consenting Class under the Plan or alters the form in which such value is to be received by a Consenting Noteholders by more than 10% Class under the Plan shall be deemed to adversely affect such Consenting Class or that results in a diminution of the value and/or increase in the aggregateliabilities of the Plan Investor shall be deemed to adversely affect the Plan Investor) whether such change is made directly to the treatment of a Consenting Class, the consent in writing treatment of each another Consenting Noteholder shall be required for such modificationClass, amendment, supplement, any term or waiver provision relating to be effective; (c) would have a material adverse effect on or impacting the rights of, Plan Investor or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or (e) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominatorotherwise. Notwithstanding the foregoing, upon acceptance by the Company may amend, modify or supplement the Plan and Disclosure Statement, from time to time, with the consent of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed any Required Parties (such consent not to be amended unreasonably withheld, conditioned or delayed), to include the applicable joining Consenting Noteholdercure any non-material ambiguity, be attached to this Agreement and be effective with no further action defect (including any technical defect), inconsistency or consent required (clerical error; provided that any such Consenting Noteholder shall amendment, modification or supplement does not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on adversely affect the date rights, interests or treatment of this Agreement any such Plan Support Parties under such Plan and (ii) a party to the Interest Deferral Agreement on the date of such agreement,Disclosure Statement.

Amendments, Modifications, Waivers. This Agreement, including the Exhibits hereto, may be only be modified, amended or supplemented, and any of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholders; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Deferring Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Deferring Noteholder; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i3(a) hereof) without the consent of each Consenting Deferring Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect on the rights of, or would create any material liability for, the Consenting Deferring Noteholders, the consent in writing of each Consenting Deferring Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for with respect to such Consenting Deferring Noteholder; (dc) impacts the rights of any Consenting Deferring Noteholder in its capacity as a Consenting Deferring Noteholder differently from the other Consenting Deferring Noteholders, the agreement in writing of such Consenting Deferring Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement supplement, or waiver to be effective; or (ed) modifies this Section 108, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Deferring Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Deferring Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto B or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement Deferring Noteholder and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,required.

Amendments, Modifications, Waivers. This AgreementAll amendments, including modifications and waivers of any provision of this Intercreditor Agreement shall be effective only if the Exhibits hereto, may same shall be only be modified, amended or supplemented, and any of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail and signed by counsel to the applicable parties) among the Company and the Requisite NoteholdersRequired Secured Parties; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that (a) no such modification or amendment shall adversely affect any of the Company and Collateral Agent’s rights, immunities or rights to indemnification hereunder or under the Requisite Noteholders may extendPledge Agreement or expand its duties hereunder or under the Pledge Agreement, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the prior written consent of each Consenting Noteholder; the Collateral Agent, (b) modifies no such modification or amendment shall modify any provision hereof which is intended to provide for the rate at which equal and ratable security of all outstanding Obligations without the Notes are to be exchanged for Class B Preferred Shares that would represent a variation prior written consent of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; all Secured Parties and (c) would have a material adverse effect on no such modification or amendment shall change the rights of, definition of “Required Secured Parties” or would create Section 4 or this Section 7.4 without the prior written consent of all Secured Parties. No waiver of any material liability for, provision of this Intercreditor Agreement and no consent to any departure by any party hereto from the Consenting Noteholders, the consent in writing of each Consenting Noteholder provisions hereof shall be required for effective unless such modification, amendment, supplement, waiver or waiver consent shall be set forth in a written instrument executed by the party against which it is sought to be effective for enforced, and then such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted waiver or consent shall be required effective only in the specific instance and for such modificationthe specific purpose for which given. Except in connection with transactions permitted by (i) Sections 8.4 and 8.5 of the Bank Credit Agreement (or otherwise permitted by any amendments, amendment, supplement waivers or waiver to be effective; or (econsents executed in accordance with the terms of the Bank Credit Documents) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes Sections 10.7, 10.8 and 10.9 of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent Senior Note Purchase Agreement (or as otherwise permitted by any amendments, waivers or consents executed in respect accordance with the terms of the Senior Note Documents), the Collateral Agent shall not release any of the Pledged Collateral nor enter into any amendment, modification or waiver of any modification, amendment or supplement to, or waiver of, (x) provision of the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in Pledge Agreement without the numerator or prior written consent of the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,Required Secured Parties.

Amendments, Modifications, Waivers. This Agreement, including the Exhibits hereto, may be only be modified, amended or supplemented, and any of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholders; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholdereffective; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the consent of each Consenting Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect on the rights ofon, or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholdereffective; or (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or (e) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominatoreffective. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder joinder to this Agreement in the form attached as Exhibit Schedule D hereto or in the form attached as Exhibit Schedule C heretohereto as set forth in Section 3(d), as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became required. In addition, the condition to the Exchange Offer set forth in clause (i) a party hereto on under the date caption “Conditions” in Exhibit A that at least 95% of this Agreement the aggregate principal amount of the Notes be validly tendered for exchange (and (ii) a party not withdrawn), may only be decreased by Consenting Noteholders representing at least 75% of the aggregate principal amount of the Notes held by the Consenting Noteholders as of such date; provided that if such threshold is decreased below 80% of the aggregate principal amount of the Notes, then each Consenting Noteholder may, at its option, withdraw its participation in the Exchange Offer prior to the Interest Deferral Agreement on consummation of the date of such agreement,Exchange Offer.

Amendments, Modifications, Waivers. This Agreement, including the Exhibits hereto, Any term of this Financing Documents may be only be modified, amended or supplementedmodified and the observance of any term of this Agreement or the Notes may be waived (either generally or in a particular instance and either retroactively or prospectively), and any only with the written consent of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholdersholders of Notes; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that any term of this Financing Documents may be amended or modified and the observance of any term of this Agreement or the Notes may be waived (either generally or in a particular instance and either retroactively or prospectively) on a pari passu basis with respect to each Lender or holder of Notes, as applicable, with the written consent of the Company and the Requisite Noteholders holders of the Notes representing at least a majority of the aggregate principal amount of the Notes then outstanding, which may extend, consist of one time onlyor more holders (collectively, the Expiration Date “Requisite Holders”); provided that (a) no modification or amendment which adversely affects the rights or obligations of any holder of Notes in a manner disproportionate to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) other holders of the Notes shall be effective without the written consent of each Consenting Noteholder; such adversely and disproportionately affected holder of Notes and (b) modifies the rate at which no modification or amendment that requires any holder of Notes to assume additional obligations in any material respect pursuant to this Agreement or the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; (c) would have a material adverse effect on effective without the rights of, or would create any material liability for, the Consenting Noteholders, the written consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver holder of Notes. Lenders purchasing Notes in any Closing after the initial Closing may become parties to be effective; or (e) modifies this Agreement in accordance with Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) 2.1 without any amendment of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required this Agreement pursuant to this Section 10 to 7.6 or any consent in respect or approval of any modification, other Lender. Any amendment or supplement towaiver effected in accordance with this Section 7.6 shall be binding upon each holder of Notes then outstanding (including securities into which such Notes have been converted or exchanged or for which such Notes have been exercised, and each future holder of such Notes or waiver of, (xsuch securities) and the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominatorCompany. Notwithstanding the foregoing, upon acceptance Each Lender acknowledges that by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date operation of this Agreement Section 7.6, the Requisite Holders will have the right and (ii) a party power to the Interest Deferral Agreement on the date diminish or eliminate all rights of such agreement,Lender under this Financing Documents without such Lender’s consent.

Amendments, Modifications, Waivers. This Agreement, including the Exhibits hereto, may be only be modified, amended or supplemented, and any of the terms hereof may only be waived, by an agreement in writing (which may include a response to an electronic mail by counsel to the applicable parties) among the Company and the Requisite Noteholders; provided, that (i) if such modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Deferring Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholdereffective; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as previously defined herein, including any extension pursuant to Section 6(a)(i) hereof3(a)) without the consent of each Consenting Deferring Noteholder; (b) modifies would have a material adverse effect on, or would create any material liability for, the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregateDeferring Noteholders, the consent in writing of each Consenting Deferring Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective; or (c) would have a material adverse effect on impacts the rights of, or would create of any material liability for, Deferring Noteholder in its capacity as a Deferring Noteholder differently from the Consenting other Deferring Noteholders, the consent agreement in writing of each Consenting such Deferring Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently from the other Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted shall be required for such modification, amendment, supplement or waiver to be effective; or (e) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,.

Amendments, Modifications, Waivers. This Agreement(a) Except as otherwise specified herein, including this Support Agreement (including, without limitation, the Exhibits hereto, Term Sheet) may be only be modified, amended or supplemented, and any of the terms hereof thereof may only be waived, by an agreement in writing (which may include a response to an electronic mail signed by counsel to the applicable parties) among each of the Company and the Requisite NoteholdersInvestors; provided, provided further that (i) if such any modification, amendment, supplement or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Section 2.1 (g) shall require an agreement in writing signed only by the Company and Consenting NoteholderNoteholders that hold a majority of all Second Lien Notes by amount that were held by all Consenting Noteholders on the Effective Date; provided, further, howeverthat any modification, amendment, supplement or waiver with respect to sections 2.1(l) or 2.2(a) shall require the agreement of the Company, each non-breaching Apollo Entity and non-breaching Consenting Holders holding a majority of all Second Lien Notes by dollar amount held by all Consenting Noteholders on the Effective Date and any breaching Apollo Entity or breaching Consenting Noteholder shall be disregarded for such purposes; provided, further, that if the Company and modification, amendment, supplement or waiver at issue adversely impacts the Requisite Noteholders may extend, one time onlytreatment or rights of any Consenting Noteholder differently than other Consenting Noteholders, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without the consent of each Consenting Noteholder; (b) modifies the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent agreement in writing of each such Consenting Noteholder whose treatment or rights are adversely impacted in a different manner than other Consenting Noteholders shall also be required for such modification, amendment, supplement, or waiver to be effective; . (b) Notwithstanding anything to the contrary herein, to the extent that a Plan Support Party’s commitments under the Backstop Commitment are terminated and such party disposes of all of its Second Lien Notes in accordance with the terms and conditions herein then it shall be deemed released from any and all obligations under this Support Agreement and the Backstop Commitment Agreement. (c) would have a material adverse effect on Notwithstanding anything to the rights ofcontrary herein, if one or would create any material liability for, the more Non-Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver Investors elects to be effective for such Consenting Noteholder; (d) impacts the rights of any Consenting Noteholder in its capacity as a Consenting Noteholder differently withdraw from the other Backstop Commitment in accordance with the Term Sheet, then such Non-Consenting Noteholders, the agreement in writing of such Consenting Noteholder whose rights are so impacted Investor(s) shall no longer be required for such modification, amendment, supplement or waiver to be effective; or (e) modifies this Section 10, the consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Backstop Commitment Agreement on or the date of such agreement,Restructuring Support Agreement and shall be released from any and all obligations herein and therein

Amendments, Modifications, Waivers. This Agreement, including Support Agreement and the Exhibits hereto, Acceptable Plan may be only be modified, amended or supplemented, and any of the terms hereof thereof may only be waived, by an agreement in writing (which may include a response to an electronic mail signed by counsel each of the Debtors and the Consenting Lenders holding at such time at least 66 2/3% of the prepetition Total Outstandings and the DIP Loans that are subject to the applicable parties) among terms hereof and held by all Consenting Lenders (the Company and the Requisite Noteholders“Required Consenting Lenders”); providedprovided that any modifications, that (i) if such modification, amendment, supplement amendments or waiver (a) modifies the Expiration Date, the consent in writing (which may include a response supplements to an electronic mail by counsel Annex 1 to the applicable parties) of each Consenting Noteholder Term Sheet shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; provided, further, however, that the Company and the Requisite Noteholders may extend, one time only, the Expiration Date to a date that is not more than 30 calendar days after the Expiration Date (as defined herein, including any extension pursuant to Section 6(a)(i) hereof) without require the consent of each Consenting NoteholderLender; (b) modifies provided, further that if the rate at which the Notes are to be exchanged for Class B Preferred Shares that would represent a variation of the number of Class B Preferred Shares to be received by the Consenting Noteholders by more than 10% in the aggregate, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, amendment or waiver to be effective; (c) would have a material adverse effect on the rights of, or would create any material liability for, the Consenting Noteholders, the consent in writing of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective for such Consenting Noteholder; (d) at issue adversely impacts the treatment or rights of any Consenting Noteholder in its capacity as a Consenting Noteholder Lender differently from the than other Consenting NoteholdersLenders, the agreement in writing of such Consenting Noteholder Lender whose treatment or rights are so directly adversely impacted in a different manner than other Consenting Lenders shall also be required for such modification, amendment or waiver to be effective; provided further, that if the modification, amendment, supplement or waiver at issue relates to Sections 2.2(b), 3, 4.2, 5, 6 (only to the extent affecting Consenting Shareholders), 9.1 (only to the extent affecting Consenting Shareholders), 9.3 (only to the extent affecting Consenting Shareholders), 9.11 and 9.12 or otherwise directly adversely impacts the treatment or rights of any Consenting Shareholder, the agreement in writing of such Consenting Shareholder whose treatment or rights are directly adversely impacted shall also be required for such modification, amendment, supplement or waiver to be effective; effective (this proviso shall not be modified, amended or (e) modifies this Section 10supplemented, or any of its terms waived, without the prior written consent in writing (which may include a response to an electronic mail by counsel to the applicable parties) of each Consenting Noteholder shall be required for such modification, amendment, supplement, or waiver to be effective with respect to such Consenting Noteholder; and (ii) for purposes of determining the “Requisite Noteholders” required pursuant to this Section 10 to consent in respect of any modification, amendment or supplement to, or waiver of, (x) the PointArgentum Subscription Agreement, PointArgentum and its Affiliates shall not be included in the numerator or the denominator; and (y) the IRSA Subscription Agreement, IRSA and its Affiliates shall not be included in the numerator or the denominator. Notwithstanding the foregoing, upon acceptance by the Company of a Joinder to this Agreement in the form attached as Exhibit D hereto or in the form attached as Exhibit C hereto, as applicable, Schedule I hereto shall be deemed to be amended to include the applicable joining Consenting Noteholder, be attached to this Agreement and be effective with no further action or consent required (provided that such Consenting Noteholder shall not be an Initial Consenting Noteholder unless (a) it became (i) a party hereto on the date of this Agreement and (ii) a party to the Interest Deferral Agreement on the date of such agreement,Shareholder).