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

Amendments or Waivers of Certain Related Agreements. No Credit Party shall nor shall it permit any of its Subsidiaries to, agree to any material amendment, restatement, supplement or other modification to, or waiver of, any of its material rights, interests or obligations under any Related Agreement after the Closing Date without in each case obtaining the prior written consent of Requisite Lenders (or in the case of any Related Agreement relating to the Omega Loan, by Administrative Agent) to such amendment, restatement, supplement or other modification or waiver. Without limitation to the generality of the foregoing, no Credit Party shall, nor shall it permit any of its Guarantor Subsidiaries to, so amend or change the terms of any Related Agreement, or make any payment consistent with any such amendment thereof or change thereto without the aforesaid consent of the Required Lenders or Administrative Agent (as applicable), if the effect of such amendment or change is to increase the interest rate 122 CREDIT AND GUARANTY AGREEMENT 434546.21-New York Server 3A - MSW under such Related Agreement, change any dates upon which payments of principal or interest are due thereon, make stricter any event of default (or amend, modify or supplement the definition thereof) or condition to an event of default with respect thereto, change the redemption, prepayment or defeasance provisions thereof, change the subordination provisions of any such Related Agreement (or of any guaranty in respect thereof), or if the effect of such amendment or change, together with all other amendments or changes made, is to increase materially the obligations of the obligor thereunder or to confer any additional rights on the holders of such Indebtedness under such Related Agreement (or a trustee or other representative on their behalf) which would be adverse to any Credit Party or Lenders; provided that an increase in the principal amount of the Senior Subordinated Notes up to an aggregate $300,000,000 on the same terms as the Senior Subordinated Notes issued on the Closing Date shall not be deemed to be so adverse.

Amendments or Waivers of Certain Related Agreements. No Credit Party shall Neither Holdings nor shall it permit any of its Subsidiaries to, shall agree to any material amendment, restatement, supplement or other modification amendment to, request any material waiver of (other than a waiver for which no fee is paid and no other concessions or waiver ofconsideration are granted by Holdings or Borrower), or waive any of their respective rights under, any of its material rights, interests the Related Agreements (other than any amendment or obligations under any Related Agreement after waiver described in the Closing Date next succeeding sentence) without in each case obtaining the prior written consent of Administrative Agent and Requisite Lenders (or in the case of any Related Agreement relating and giving notice to the Omega Loan, by Administrative Arranging Agent) to such amendment, restatement, supplement or other modification request or waiver. Without limitation to the generality of Notwithstanding the foregoing, no Credit Party shall, nor shall it permit any of Holdings and its Guarantor Subsidiaries to, so 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, 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 and Requisite Lenders, than the provisions of the Related Agreements as in effect on the Closing (for the purposes of this subsection 7.13, any amendment, modification or change which would extend the terms maturity or reduce the amount of any Related Agreement, or make any payment consistent with any such amendment thereof or change thereto without the aforesaid consent of the Required Lenders or Administrative Agent (as applicable), if the effect of such amendment or change is to increase the interest rate 122 CREDIT AND GUARANTY AGREEMENT 434546.21-New York Server 3A - MSW under such Related Agreement, change any dates upon which payments of principal or interest are due thereon, make stricter any event of default (or amend, modify or supplement the definition thereof) or condition to an event of default with respect thereto, change the redemption, prepayment or defeasance provisions thereof, change the subordination provisions of any such Related Agreement (or of any guaranty in respect thereof), or if the effect of such amendment or change, together with all other amendments or changes made, is to increase materially the obligations of the obligor thereunder or to confer any additional rights on the holders of such Indebtedness under such Related Agreement (or a trustee or other representative on their behalf) which would be adverse to any Credit Party or Lenders; provided that an increase in the principal amount of the Senior Subordinated Notes up to an aggregate $300,000,000 on or which would reduce the same terms as rate or extend the Senior Subordinated Notes issued on the Closing Date date for payment of interest thereon, provided that no fee is payable in connection therewith, shall not be deemed to be so adversean amendment, modification or change that is no less favorable to the Lenders).

Amendments or Waivers of Certain Related Agreements. No (a) Except with the prior written consent of Administrative Agent, no Credit Party shall shall, nor shall it permit any of its Subsidiaries to, agree to any material termination of, amendment, restatement, supplement or other modification to, or waiver of, any of its material rightsrights under, interests or obligations under any Related Agreement (other than the Employment Agreement) after the Closing Date without in each case obtaining the prior written consent of Requisite Lenders (or in the case of any Related Agreement relating to the Omega LoanDate, by Administrative Agent) to if such termination, amendment, restatement, supplement or other supplement, modification or waiver. Without limitation waiver would be materially adverse to the generality of the foregoing, no any Credit Party or any Agent or Lender. (b) No Credit Party shall, nor shall it permit any of its Guarantor Subsidiaries to, so amend or otherwise change the terms of the Holdings Notes or any Related AgreementSubordinated Indebtedness, or make any payment consistent with any such an amendment thereof or change thereto without the aforesaid consent of the Required Lenders or Administrative Agent (as applicable)thereto, if the effect of such amendment or change is to increase the interest rate 122 CREDIT AND GUARANTY AGREEMENT 434546.21-New York Server 3A - MSW under on such Related AgreementHoldings Notes or Subordinated Indebtedness, change (to earlier dates) any dates upon which payments of principal or interest are due thereon, make stricter change any event of default (or amend, modify or supplement the definition thereof) or condition to an event of default with respect thereto (other than to eliminate any such event of default or increase any grace period related thereto), change the redemption, prepayment or defeasance provisions thereof, change the subordination provisions of any such Related Agreement Holdings Notes or Subordinated Indebtedness (or of any guaranty in respect thereof), or change any collateral therefor (other than to release such collateral), or if the effect of such amendment or change, together with all other amendments or changes made, is to increase materially the obligations of the obligor thereunder or to confer any additional rights on the holders of such Holdings Notes or Subordinated Indebtedness under such Related Agreement (or a trustee or other representative on their behalf) which would be adverse to any Credit Party or Lenders; provided that an increase . (c) Borrower shall not designate any Indebtedness as "DESIGNATED SENIOR INDEBTEDNESS" (as defined in the principal amount Senior Subordinated Note Indenture) for purposes of the Senior Subordinated Notes up to an aggregate $300,000,000 on Note Indenture without the same terms as the Senior Subordinated Notes issued on the Closing Date shall not be deemed to be so adverseprior written consent of Requisite Lenders.

Amendments or Waivers of Certain Related Agreements. No Credit Party shall nor shall it permit any of its Subsidiaries to, agree to any material amendment, restatement, supplement or other modification to, or waiver of, any of its material rights, interests or obligations under any Related Agreement after the Closing Date without in each case obtaining the prior written consent of Requisite Lenders (or in the case of any Related Agreement relating to the Omega a Mortgage Loan, by Administrative Agent and Syndication Agent) to such amendment, restatement, supplement or other modification or waiver. Without limitation to the generality of the foregoing, no Credit Party shall, nor shall it permit any of its Guarantor Subsidiaries to, so amend or change the terms of any Related Agreement, or make any payment consistent with any such amendment thereof or change thereto without the aforesaid consent of the Required Lenders or the Administrative Agent and Syndication Agent (as applicable), if the effect of such amendment or change is to increase the interest rate 122 CREDIT AND GUARANTY AGREEMENT 434546.21-New York Server 3A - MSW under such Related Agreement, change any dates upon which payments of principal or interest are due thereon, make stricter any event of default (or amend, modify or supplement the definition thereof) or condition to an event of default with respect thereto, change the redemption, prepayment or defeasance provisions thereof, change the subordination provisions of any such Related Agreement (or of any guaranty in respect thereof), or if the effect of such amendment or change, together with all other amendments or changes made, is to increase materially the obligations of the obligor thereunder or to confer any additional rights on the holders of such Indebtedness under such Related Agreement (or a trustee or other representative on their behalf) which would be adverse to any Credit Party or Lenders; provided that an increase in the principal amount of the Senior Subordinated Notes up to an aggregate $300,000,000 on the same terms as the Senior Subordinated Notes issued on the Closing Date shall not be deemed to be so adverse.