Common use of Amendments or Waivers of Organizational Documents and Certain Other Documents Clause in Contracts

Amendments or Waivers of Organizational Documents and Certain Other Documents. Agree to (a) any material amendment, restatement, supplement or other modification to or waiver of any of its Organizational Documents which would be materially adverse to the interests of the Lenders, taken as a whole, (b) any amendment, restatement, supplement or other modification to or waiver (other than any such amendment, restatement, supplement or other modification or waiver as may be required pursuant to the CK Letter Agreement as in effect on the Closing Date) (i) of Section 4.17(c)(iv) or Section 4.18 of the CKI Security Agreement (or any definition in the CKI Security Agreement that would have the effect of amending, supplementing or otherwise modifying such Sections or the effect or existence of a CKI Blockage Event), in each case that would be materially adverse to the interests of the U.S. Borrower and its Subsidiaries, taken as a whole, or (ii) of any provision of any CKI Document that has the effect of (w) requiring any Person to become a CK Grantor (as defined in the CKI Intercreditor Agreement as of the date hereof) that would not be required to become a CK Grantor in accordance with the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereof), (x) adding additional CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereof) that would not be required to become CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereof) pursuant to the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereof), (y) increasing the amount of, or adjusting the calculation of, the Xxxxx Obligations (as defined in the CKI Intercreditor Agreement as of the date hereof) in any manner unless such adjustment could only decrease the amount of the Xxxxx Obligations as of such date (it being understood that this Section 6.13 shall not prohibit the making of any one-time consent payment by any Group Member in respect of any amendment, restatement, supplement or other modification or waiver to any CKI Documents) or (z) decreasing the amount of the Maximum Second Lien Amount (as defined in the CKI Intercreditor Agreement as of the date hereof), or (c) any amendment, restatement, supplement, waiver or other modification of the terms of the 2020 Notes which would be materially adverse to the Lenders.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/)

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Amendments or Waivers of Organizational Documents and Certain Other Documents. Agree to (a) any material amendment, restatement, supplement or other modification to or waiver of any of its Organizational Documents which would be materially adverse to the interests of the Lenders, taken as a whole, (b) any amendment, restatement, supplement or other modification to or waiver (other than any such amendment, restatement, supplement or other modification or waiver as may be required pursuant to the CK Letter Agreement as in effect on the Closing Date) (i) of Section 4.17(c)(iv) or Section 4.18 of the CKI Security Agreement (or any definition in the CKI Security Agreement that would have the effect of amending, supplementing or otherwise modifying such Sections or the effect or existence of a CKI Blockage Event), in each case that would be materially adverse to the interests of the U.S. Borrower and its Subsidiaries, taken as a whole, or (ii) of any provision of any CKI Document that has the effect of (w) requiring any Person to become a CK Grantor (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) that would not be required to become a CK Grantor in accordance with the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date), (x) adding additional CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) that would not be required to become CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) pursuant to the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date), (y) increasing the amount of, or adjusting the calculation of, the Xxxxx Obligations (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) in any manner unless such adjustment could only decrease the amount of the Xxxxx Obligations as of such date (it being understood that this Section 6.13 shall not prohibit the making of any one-time consent payment by any Group Member in respect of any amendment, restatement, supplement or other modification or waiver to any CKI Documents) or (z) decreasing the amount of the Maximum Second Lien Amount (as defined in the CKI Intercreditor Agreement as of the date hereof), Closing Date) or (c) any amendment, restatement, supplement, waiver or other modification of the terms of the 2020 Notes or the 2022 Notes which would be materially adverse to the Lenders.

Appears in 2 contracts

Samples: Credit Agreement (PVH Corp. /De/), Credit and Guaranty Agreement (PVH Corp. /De/)

Amendments or Waivers of Organizational Documents and Certain Other Documents. Agree to (a) any material amendment, restatement, supplement or other modification to or waiver of any of its Organizational Documents which would be materially adverse to the interests of the Lenders, taken as a whole, (b) any amendment, restatement, supplement or other modification to or waiver (other than any such amendment, restatement, supplement or other modification or waiver as may be required pursuant to the CK Letter Agreement as in effect on the Original Closing Date) (i) of Section 4.17(c)(iv) or Section 4.18 of the CKI Security Agreement (or any definition in the CKI Security Agreement that would have the effect of amending, supplementing or otherwise modifying such Sections or the effect or existence of a CKI Blockage Event), in each case that would be materially adverse to the interests of the U.S. Borrower and its Subsidiaries, taken as a whole, or (ii) of any provision of any CKI Document that has the effect of (w) requiring any Person to become a CK Grantor (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) that would not be required to become a CK Grantor in accordance with the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), (x) adding additional CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) that would not be required to become CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) pursuant to the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), (y) increasing the amount of, or adjusting the calculation of, the Xxxxx Kxxxx Obligations (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) in any manner unless such adjustment could only decrease the amount of the Xxxxx Kxxxx Obligations as of such date (it being understood that this Section 6.13 shall not prohibit the making of any one-time consent payment by any Group Member in respect of any amendment, restatement, supplement or other modification or waiver to any CKI Documents) or (z) decreasing the amount of the Maximum Second Lien Amount (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), or (c) any amendment, restatement, supplement, waiver or other modification of the terms of the 2020 Notes which would be materially adverse to the Lenders.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (PVH Corp. /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/)

Amendments or Waivers of Organizational Documents and Certain Other Documents. Agree to (a) any material amendment, restatement, supplement or other modification to or waiver of any of its Organizational Documents which would be materially adverse to the interests of the Lenders, taken as a whole, (b) any amendment, restatement, supplement or other modification to or waiver (other than any such amendment, restatement, supplement or other modification or waiver as may be required pursuant to the CK Letter Agreement as in effect on the Original Closing Date) (i) of Section 4.17(c)(iv) or Section 4.18 of the CKI Security Agreement (or any definition in the CKI Security Agreement that would have the effect of amending, supplementing or otherwise modifying such Sections or the effect or existence of a CKI Blockage Event), in each case that would be materially adverse to the interests of the U.S. Borrower and its Subsidiaries, taken as a whole, or (ii) of any provision of any CKI Document that has the effect of (w) requiring any Person to become a CK Grantor (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) that would not be required to become a CK Grantor in accordance with the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), (x) adding additional CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) that would not be required to become CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) pursuant to the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), (y) increasing the amount of, or adjusting the calculation of, the Xxxxx Obligations Klexx Xxligations (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date) in any manner unless such adjustment could only decrease the amount of the Xxxxx Obligations Klexx Xxligations as of such date (it being understood that this Section 6.13 shall not prohibit the making of any one-time consent payment by any Group Member in respect of any amendment, restatement, supplement or other modification or waiver to any CKI Documents) or (z) decreasing the amount of the Maximum Second Lien Amount (as defined in the CKI Intercreditor Agreement as of the date hereofOriginal Closing Date), or (c) any amendment, restatement, supplement, waiver or other modification of the terms of the 2020 Notes which would be materially adverse to the Lenders.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (PVH Corp. /De/)

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Amendments or Waivers of Organizational Documents and Certain Other Documents. Agree to (a) any material amendment, restatement, supplement or other modification to or waiver of any of its Organizational Documents which would be materially adverse NY\6180200.13 to the interests of the Lenders, taken as a whole, (b) any amendment, restatement, supplement or other modification to or waiver (other than any such amendment, restatement, supplement or other modification or waiver as may be required pursuant to the CK Letter Agreement as in effect on the Closing Date) (i) of Section 4.17(c)(iv) or Section 4.18 of the CKI Security Agreement (or any definition in the CKI Security Agreement that would have the effect of amending, supplementing or otherwise modifying such Sections or the effect or existence of a CKI Blockage Event), in each case that would be materially adverse to the interests of the U.S. Borrower and its Subsidiaries, taken as a whole, or (ii) of any provision of any CKI Document that has the effect of (w) requiring any Person to become a CK Grantor (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) that would not be required to become a CK Grantor in accordance with the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date), (x) adding additional CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) that would not be required to become CK Collateral (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) pursuant to the terms of the First Lien Collateral Documents (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date), (y) increasing the amount of, or adjusting the calculation of, the Xxxxx Obligations (as defined in the CKI Intercreditor Agreement as of the date hereofClosing Date) in any manner unless such adjustment could only decrease the amount of the Xxxxx Obligations as of such date (it being understood that this Section 6.13 shall not prohibit the making of any one-time consent payment by any Group Member in respect of any amendment, restatement, supplement or other modification or waiver to any CKI Documents) or (z) decreasing the amount of the Maximum Second Lien Amount (as defined in the CKI Intercreditor Agreement as of the date hereof), Closing Date) or (c) any amendment, restatement, supplement, waiver or other modification of the terms of the 2020 Notes or the 2022 Notes which would be materially adverse to the Lenders.

Appears in 1 contract

Samples: Credit Agreement (PVH Corp. /De/)

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