Common use of Amendments to Certain Documents Clause in Contracts

Amendments to Certain Documents. Each of Holdings and the Company will not, and will not permit any of its Subsidiaries to, (i) amend, restate, supplement or otherwise modify or replace in any respect the Senior Indenture (2011) (including any agreements or other documents executed in connection therewith) without the prior written consent of the Required Lenders, provided that Holdings or any of its Subsidiaries may amend, supplement or otherwise modify any of the foregoing agreements without the prior written consent of the Global Agent (which consent shall not be unreasonably withheld or delayed), so long as any such amendment or modification does not, in the opinion of the Global Agent, materially and adversely impact the rights or remedies of the Global Agent and the Lenders hereunder in any material respect, (ii) permit any waiver, supplement, modification, amendment, termination or release of any indenture, instrument or agreement pursuant to which any Material Indebtedness (other than the Senior Indenture (2011) (including any agreements or other documents executed in connection therewith)) of Holdings or any of its Subsidiaries that is outstanding if the effect of such waiver, supplement, modification, amendment, termination or release would be materially adverse to the Lenders in any material respect, (iii) permit any waiver, supplement, modification or amendment of its certificate of incorporation, by-laws, operating, management or partnership agreement or other organizational documents to the extent any such waiver, supplement, modification or amendment would be adverse to the Lenders in any material respect or (iv) permit any waiver, supplement, modification, amendment, termination or release of any Transaction Document (other than the Loan Documents (to the extent otherwise permitted by the terms hereof)), in any manner that is adverse in any material respect to the interests of the Lenders in any material respect.

Amendments to Certain Documents. Each of Holdings and the Company will notNo Credit Party shall: (a) agree to any amendment, and will not permit any of its Subsidiaries to, (i) amend, restate, supplement or otherwise modify or replace in any respect the Senior Indenture (2011) (including any agreements or other documents executed in connection therewith) without the prior written consent of the Required Lenders, provided that Holdings or any of its Subsidiaries may amend, supplement or otherwise modify any of the foregoing agreements without the prior written consent of the Global Agent (which consent shall not be unreasonably withheld or delayed), so long as any such amendment or modification does not, in the opinion of the Global Agent, materially and adversely impact the rights or remedies of the Global Agent and the Lenders hereunder in any material respect, (ii) permit any waiverrestatement, supplement, modification, amendmentwaiver, termination or release other modification to any provision of any indenture, instrument Credit Party’s Organizational Documents (whether by merger or agreement pursuant to which any Material Indebtedness otherwise) (other than any amendment to the Senior Indenture Organizational Documents of Borrower in connection with creation or issuance of any Equity Instruments, as long as such amendment is not adverse to the interests of any Agent or Lender); (2011b) (including agree to any agreements amendment, restatement, supplement, waiver, termination or other documents executed in connection therewith)) modification of Holdings any Convertible Notes, the Trinity Indebtedness, or any Subordinated Indebtedness except (in the case of its Subsidiaries that is outstanding Subordinated Indebtedness) to the extent permitted by the applicable (if any) intercreditor or subordination provisions; (c) agree to any amendment, restatement, supplement, waiver, termination or other modification of any Specified Material Contract, including, Permitted Tax Credit Transaction Documents, if the effect of such waiveramendment, restatement, supplement, modification, amendmentwaiver, termination or release would other modification could reasonably be materially adverse expected to the Lenders in any material respect, (iii) permit any waiver, supplement, modification or amendment of its certificate of incorporation, by-laws, operating, management or partnership agreement or other organizational documents to the extent any such waiver, supplement, modification or amendment would be adverse to the Lenders in any material respect or (iv) permit any waiver, supplement, modification, amendment, termination or release of any Transaction Document (other than the Loan Documents (to the extent otherwise permitted by the terms hereof)), in any manner that is adverse in any material respect to the interests of Administrative Agent or any Lender without prior written consent of Administrative Agent or any Lender; (d) agree to any amendment, restatement, supplement, waiver, termination or other modification of any Permitted Government Loan Document without the Lenders in prior written consent from Administrative Agent; or (e) agree to any material respectamendment, restatement, supplement, waiver, termination or other modification of the Atlas Side Letter without the prior written consent from Administrative Agent.

Amendments to Certain Documents. Each of Holdings and the Company will notNo Credit Party shall: (a) agree to any amendment, and will not permit any of its Subsidiaries to, (i) amend, restate, supplement or otherwise modify or replace in any respect the Senior Indenture (2011) (including any agreements or other documents executed in connection therewith) without the prior written consent of the Required Lenders, provided that Holdings or any of its Subsidiaries may amend, supplement or otherwise modify any of the foregoing agreements without the prior written consent of the Global Agent (which consent shall not be unreasonably withheld or delayed), so long as any such amendment or modification does not, in the opinion of the Global Agent, materially and adversely impact the rights or remedies of the Global Agent and the Lenders hereunder in any material respect, (ii) permit any waiverrestatement, supplement, modification, amendmentwaiver, termination or release other modification to any provision of any indenture, instrument Credit Party’s Organizational Documents (whether by merger or agreement pursuant to which any Material Indebtedness otherwise) (other than any amendment to the Senior Indenture Organizational Documents of Borrower in connection with creation or issuance of any Equity Instruments, as long as such amendment is not adverse to the interests of any Agent or Lender); (2011b) (including agree to any agreements amendment, restatement, supplement, waiver, termination or other documents executed in connection therewith)) modification of Holdings any Convertible Notes, the Trinity Indebtedness, or any Subordinated Indebtedness except (in the case of its Subsidiaries that is outstanding Subordinated Indebtedness) to the extent permitted by the applicable (if any) intercreditor or subordination provisions; (c) agree to any amendment, restatement, supplement, waiver, termination or other modification of any Specified Material Contract, including, Permitted Tax Credit Transaction Documents, if the effect of such waiveramendment, restatement, supplement, modification, amendmentwaiver, termination or release would other modification could reasonably be materially adverse expected to the Lenders in any material respect, (iii) permit any waiver, supplement, modification or amendment of its certificate of incorporation, by-laws, operating, management or partnership agreement or other organizational documents to the extent any such waiver, supplement, modification or amendment would be adverse to the Lenders in any material respect or (iv) permit any waiver, supplement, modification, amendment, termination or release of any Transaction Document (other than the Loan Documents (to the extent otherwise permitted by the terms hereof)), in any manner that is adverse in any material respect to the interests of Administrative Agent or any Lender without prior written consent of Administrative Agent or any Lender; (d) agree to any amendment, restatement, supplement, waiver, termination or other modification of any Permitted Government Loan Document without the Lenders in prior written consent from Administrative Agentthe DOE Loan Documents to the extent prohibited by the Intercreditor Agreement; or (e) agree to any material respectamendment, restatement, supplement, waiver, termination or other modification of the Atlas Side Letter without the prior written consent from Administrative Agent.