Common use of Amendments or Waivers of Certain Related Agreements Clause in Contracts

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation of a Conforming Plan, no Loan Party shall, shall permit their Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, agree to any amendment to, request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration are granted by Loan Party), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Agent) to such amendment, request or waiver. Notwithstanding the foregoing, the Loan Parties may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, (ii) to comply with the Trust Indenture Act of 1939, as amended or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative Agent, than the provisions of the Related Agreements as in effect on the Closing Date (for the purposes of this subsection 7.13, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Senior Subordinated Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders).

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither Company nor any of a Conforming Plan, no Loan Party shall, shall permit their its Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, will agree to any amendment to, or request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration considerations are granted by Loan PartyCompany or its Subsidiaries), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Agent) to such amendment, request or waiverwaiver and giving notice to Arranger. Notwithstanding the foregoing, the Loan Parties Company and its Subsidiaries may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Date (for the purposes of this subsection 7.136.15, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Existing Senior Subordinated Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders). Neither Company, Finance Sub nor any Restricted Subsidiary shall agree to any amendment or any waiver of any of the Intercompany Loan Documents without the prior written consent of Requisite Lenders.

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither Holdings nor any of a Conforming Plan, no Loan Party shall, its Subsidiaries shall permit their Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, agree to any material amendment to, request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration are granted by Loan PartyHoldings or Borrower), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Arranging Agent) to such amendment, request or waiver. Notwithstanding the foregoing, the Loan Parties Holdings and its Subsidiaries may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Date (for the purposes of this subsection 7.13, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Senior Subordinated Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders).

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither Holdings nor any of a Conforming Plan, no Loan Party shall, its Subsidiaries shall permit their Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, agree to any material amendment to, request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration are granted by Loan PartyHoldings or Borrower), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Arranging Agent) to such amendment, request or waiver. Notwithstanding the foregoing, the Loan Parties Holdings and its Subsidiaries EXECUTION 113 may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Date (for the purposes of this subsection 7.13, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Senior Subordinated Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders).

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither Company nor any of a Conforming Plan, no Loan Party shall, shall permit their its Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, will agree to any amendment to, or request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration considerations are granted by Loan PartyCompany), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Agent) to such amendment, request or waiverwaiver (such consent not to be unreasonably withheld) and the giving of prior written notice to Arranging Agent. Notwithstanding the -98- 106 foregoing, the Loan Parties Company and its Subsidiaries may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Date (for the purposes of this subsection 7.137.14, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Senior Subordinated Secured Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders).

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither Company nor any of a Conforming Plan, no Loan Party shall, shall permit their its Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, will agree to any amendment to, or request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration considerations are granted by Loan PartyCompany or its Subsidiaries), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Agent) to such amendment, request or waiverwaiver and giving notice to Arranger. Notwithstanding the foregoing, the Loan Parties Company and its Subsidiaries may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Restatement Effective Date (for the purposes of this subsection 7.136.15, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Existing Senior Subordinated Notes or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders). Neither Company, Finance Sub nor any Restricted Subsidiary shall agree to any amendment or any waiver of any of the Intercompany Loan Documents without the prior written consent of Requisite Lenders.

Amendments or Waivers of Certain Related Agreements. Other than in connection with the confirmation Neither BCC nor any of a Conforming Plan, no Loan Party shall, shall permit their its Subsidiaries to, or shall apply to the Bankruptcy Court for authority to, will agree to any amendment to, request any material waiver of (other than a waiver for which no fee is paid and no other concessions or consideration considerations are granted by Loan PartyBCC or Company), or waive any of their respective rights under, any of the Related Agreements (other than any amendment or waiver described in the next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (and giving notice to Syndication Agent) to such amendment, request or waiver. Notwithstanding the foregoing, the Loan Parties BCC and its Subsidiaries may agree to amend or waive any provisions of the Related Agreements (i) to cure any ambiguity, to correct or supplement any provision therein which may be defective or inconsistent with any other provision therein, or (ii) to comply with the Trust Indenture Act of 1939, as amended amended, or (iii) to make modifications of a technical or clarifying nature or which are no less favorable to the Lenders, in the reasonable opinion of Administrative AgentAgent and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing Acquisition Date (for the purposes of this subsection 7.136.14, any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal on the Existing Senior Notes or the Subordinated Notes Indebtedness or which would reduce the rate or extend the date for payment of interest thereon, provided that no fee is payable in connection therewith, shall be deemed to be an amendment, modification or change that is no less favorable to the Lenders).. 107