Common use of Amendments or Waivers of Certain Documents; Prepayments of Certain Indebtedness Clause in Contracts

Amendments or Waivers of Certain Documents; Prepayments of Certain Indebtedness. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly: (a) make (or give any notice in respect thereof) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment or redemption as a result of any asset sale, change of control or similar event of, any Indebtedness outstanding under the Parent Notes, any other Indebtedness of Parent, the Senior Subordinated Notes or any other Subordinated Indebtedness; (b) amend or modify, or permit the amendment or modification of, any provision of any Transaction Document in any manner that is adverse in any material respect to the interests of the Lenders; (c) terminate, amend, modify (including electing to treat any Pledged Interests (as defined in the Security Agreement) as a “security” under Section 8-103 of the UCC) or change any of its Organic Documents (including by the filing or modification of any certificate of designation) or any agreement to which it is a party with respect to its Equity Interests (including any stockholders’ agreement), or enter into any new agreement with respect to its Equity Interests, other than any such amendments, modifications or changes or such new agreements which are not adverse in any material respect to the interests of the Lenders; provided that Parent may issue Equity Interests, so long as such issuance is not prohibited by Section 6.12 or any other provision of this Agreement, and may amend its Organic Documents to authorize any such Equity Interests; or (d) cause or permit any other obligation (other than the Obligations and the Guarantors’ Guarantee of the Obligations) to constitute Designated Senior Debt (as defined in the Senior Subordinated Note Documents).

Amendments or Waivers of Certain Documents; Prepayments of Certain Indebtedness. (a) The Loan Parties will not, and will not permit any of their Subsidiaries Subsidiary to, directly or indirectly:, amend or otherwise change (or waive) (ai) any subordination provision (or any definition related to any subordination provision) of any Subordinated Debt Document or, (ii) the terms of any Organic Document, any Recapitalization Document, any New Preferred Stock Documents, any document governing any Indebtedness outstanding as of the Amendment No. 1 Date, any Subordinated Debt Document or the Management Fee Letter, in each case, in a manner materially adverse to the Lenders or which would increase the amounts payable by the Loan Parties thereunder or shorten the timing of such amounts payable. (b) The Loan Parties will not, and will not permit any Subsidiary to, make (or give any notice or offer in respect thereofof) any voluntary or optional payment or mandatory prepayment on or redemption or acquisition for value ofof (including, without limitation, by way of depositing with any trustee with respect thereto money or securities before such Indebtedness is due for the purpose of paying such Indebtedness when due) or exchange of principal of any Subordinated Debt or any prepayment or redemption as Indebtedness of the type referred to in Section 6.01(a)(iii), in each case other than pursuant to any customary registered exchange offer therefor after a result of any asset sale, change of control or similar event ofprivate placement thereof, any Indebtedness outstanding under Permitted Refinancing, any exchange of Equity Interests of the Parent Notes, Guarantor for any other such Indebtedness of Parent, the Senior Subordinated Notes or any other Subordinated Indebtedness; (b) amend or modify, or permit the amendment or modification of, any provision of any Transaction Document in any manner that is adverse in any material respect to the interests of the Lenders; (c) terminate, amend, modify (including electing to treat any Pledged Interests (as defined in the Security Agreement) as a “security” under Section 8-103 of the UCC) or change any of its Organic Documents (including by the filing or modification of any certificate of designation) or any agreement to which it is a party with respect to its Equity Interests (including any stockholders’ agreement), or enter into any new agreement with respect to its Equity Interests, other than any such amendments, modifications or changes or such new agreements which are not adverse in any material respect to the interests of the Lenders; provided that Parent may issue Equity Interests, so long as such issuance is not prohibited Restricted Payment permitted by Section 6.12 or any other provision of this Agreement, and may amend its Organic Documents to authorize any such Equity Interests; or (d) cause or permit any other obligation (other than the Obligations and the Guarantors’ Guarantee of the Obligations) to constitute Designated Senior Debt (as defined in the Senior Subordinated Note Documents)6.07.

Amendments or Waivers of Certain Documents; Prepayments of Certain Indebtedness. (a) The Loan Parties will shall not, and will shall not permit any Subsidiary to amend or otherwise change or waive (i) any subordination provision (or any definition related to any subordination provision) of their Subsidiaries any Subordinated Debt Document in any manner, or (ii) the terms of any Organic Document, the terms of any document governing any Indebtedness outstanding as of the Effective Date or the terms (other than those described in the preceding clause (i)) of any Subordinated Debt Document in a manner materially adverse to the Lenders under the Loan Documents. (b) The Loan Parties shall not, and shall not permit any Subsidiary to, directly or indirectly: (a) make (or give any notice or offer in respect thereofof) any voluntary or optional payment or mandatory prepayment on or redemption or acquisition for value ofof (including, without limitation, by way of depositing with any trustee with respect thereto money or any prepayment securities before such Indebtedness is due for the purpose of paying such Indebtedness when due) or redemption as a result exchange of principal of any asset sale, change of control or similar event of, any Indebtedness outstanding under the Parent Notes, any other Indebtedness of Parent, the Senior Subordinated Notes or any other Subordinated Indebtedness; (b) amend or modify, or permit the amendment or modification of, any provision of any Transaction Document in any manner that is adverse in any material respect to the interests of the Lenders; (c) terminate, amend, modify (including electing to treat any Pledged Interests (as defined in the Security Agreement) as a “security” under Section 8-103 of the UCC) or change any of its Organic Documents (including by the filing or modification of any certificate of designation) or any agreement to which it is a party with respect to its Equity Interests (including any stockholders’ agreement), or enter into any new agreement with respect to its Equity Interests, other than any such amendments, modifications or changes or such new agreements which are not adverse in any material respect to the interests of the Lenders; provided that Parent may issue Equity Interests, so long as such issuance is not prohibited by Section 6.12 or any other provision of this Agreement, and may amend its Organic Documents to authorize any such Equity Interests; or (d) cause or permit any other obligation Debt (other than the Obligations Existing Convertible Debentures and the Guarantors’ Guarantee Existing Convertible Notes), in each case other than pursuant to any customary registered exchange offer therefor after a private placement thereof, any Permitted Refinancing or any exchange of the Obligations) to constitute Designated Senior Debt (as defined in the Senior Subordinated Note Documents)Equity Interests of Borrower for any such Indebtedness.

Amendments or Waivers of Certain Documents; Prepayments of Certain Indebtedness. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly: (a) make (or give any notice in respect thereof) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment or redemption as a result of any asset sale, change of control or similar event of, any Indebtedness outstanding under of Parent or any other unsecured or Subordinated Indebtedness (excluding, for purposes of this Section 6.09(a), the Parent Notes, any other Indebtedness )) except with (i) Qualified Capital Stock of Parent, the Senior Subordinated Notes (ii) Permitted Refinancing Indebtedness and (iii) Available Amounts Not Otherwise Applied so long as no Default shall exist or any other Subordinated Indebtednesswould result therefrom; (b) amend or modify, or permit the amendment or modification of, any provision of any Transaction Document in any manner that is adverse in any material respect to the interests of the Lenders;; or (c) terminate, amend, modify (including electing to treat any Pledged Interests (as defined in the Security Agreement) as a “security” under Section 8-103 of the UCC) or change any of its Organic Documents (including by the filing or modification of any certificate of designation) or any agreement to which it is a party with respect to its Equity Interests (including any stockholders’ agreement), or enter into any new agreement with respect to its Equity Interests, other than any such amendments, modifications or changes or such new agreements which are not adverse in any material respect to the interests of the Lenders; provided that Parent may issue Equity Interests, so long as such issuance is not prohibited by Section 6.12 or any other provision of this Agreement, and may amend its Organic Documents to authorize any such Equity Interests; or (d) cause or permit any other obligation (other than the Obligations and the Guarantors’ Guarantee of the Obligations) to constitute Designated Senior Debt (as defined in the Senior Subordinated Note Documents).