Common use of Amendments to Documents Clause in Contracts

Amendments to Documents. The Company shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts which might have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect the duties of BISYS hereunder unless the Company first obtains BISYS' approval of such amendments or changes. BISYS may rely on any amendments to or changes in any of the documents and other items to be provided by the Company pursuant to Articles 12 and 14 of this Agreement and the Company hereby indemnifies and holds harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 and 14 hereof, BISYS shall be under no duty to comply with or take any action as a result of any of such amendments or changes that affect its duties hereunder unless the Company first obtains BISYS' written consent to and approval of such amendments or changes.

Amendments to Documents. (a) The Company shall furnish BISYS written copies of any amendments Working Capital Facility Documents, the Existing Notes Documents, the Interim Notes Documents and the Pari Passu Indebtedness Documents may be amended, supplemented or otherwise modified in accordance with their terms and the Working Capital Facility Indebtedness, the Existing Notes Indebtedness, the Interim Notes Indebtedness and the Pari Passu Indebtedness may be refinanced, in each case, without notice to, or changes in, the consent of any of the items referred parties hereto, all without affecting the lien subordination or other provisions of this Agreement; provided, that the holders of such refinancing debt bind themselves in a writing addressed to each of the parties hereto to the terms of this Agreement, and provided, that no such amendment, supplement, modification or refinancing shall result in Article 12 hereof forthwith upon such amendments the Working Capital Facility Indebtedness exceeding, or changes becoming effective. In additionbeing permitted to exceed, the Working Capital Facility Debt Cap. (b) The Company and the Existing Notes Collateral Agent agree that each Existing Notes Collateral Document shall include the following caption (appropriately modified to conform to definitions applicable thereto): “THIS [AGREEMENT][INDENTURE] AND THE RIGHTS OF THE PARTIES HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THE OMNIBUS INTERCREDITOR AGREEMENT DATED AS OF DECEMBER 7, 2009, BETWEEN [ ] AND THE OTHER CREDITORS PARTY THERETO FROM TIME TO TIME, AND THE [COMPANY AND THE GUARANTORS][COMPANY AND THE OTHER [GRANTORS][OBLIGORS]], AS AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME IN ACCORDANCE WITH THE PROVISIONS THEREOF.” (c) The Company, the Notes Collateral Agent and the Pari Passu Collateral Agent each agrees that no amendments each Notes Collateral Document and Pari Passu Collateral Document shall include the following caption (appropriately modified to conform to definitions applicable thereto): “THIS [AGREEMENT][INDENTURE] AND THE RIGHTS OF THE PARTIES HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THE OMNIBUS INTERCREDITOR AGREEMENT DATED AS OF DECEMBER 7, 2009, BETWEEN [ ] AND THE OTHER CREDITORS PARTY THERETO FROM TIME TO TIME, AND THE [COMPANY AND THE GUARANTORS][COMPANY AND THE OTHER [GRANTORS][OBLIGORS]], AS AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME IN ACCORDANCE WITH THE PROVISIONS THEREOF.” provided, however, that if the jurisdiction in which any such Notes Collateral Document or Pari Passu Collateral Document will be made filed prohibits the inclusion of the language in clause (b) or (c) above or would prevent a document containing such language from being recorded, the Working Capital Facility Collateral Agent, the Notes Collateral Agent and, if applicable, the Pari Passu Collateral Agent, agree, prior to such Notes Collateral Document or Pari Passu Collateral Document being entered into, to negotiate in good faith replacement language stating that the Liens granted under such Notes Collateral Document or Pari Passu Collateral Document is subject to the Prospectuses provisions of this Agreement. (d) The Company, the Notes Collateral Agent and the Pari Passu Collateral Agent each agrees that each indenture or Statements of Additional Information other primary debt document governing the Notes Indebtedness and Pari Passu Indebtedness shall include the following language (appropriately modified to conform to definitions applicable thereto): “The [Lenders][Holders][other applicable term], [by their acceptance of the Trusts which might have [Notes]][by their execution and delivery hereof], hereby irrevocably authorize and direct the effect of changing [Agent][Trustee][other applicable term] to enter into the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect the duties of BISYS hereunder unless the Company first obtains BISYS' approval of such amendments or changes. BISYS may rely Omnibus Intercreditor Agreement [as defined herein] on any amendments to or changes in any behalf of the documents [Agent][Trustee][other applicable term] and other items the [Lenders][Holders][other applicable term], and agree to be provided bound by the Company pursuant provisions thereof as if they were direct signatories thereof, and to Articles 12 and 14 of this Agreement and the Company hereby indemnifies and holds harmless BISYS from and against any and take all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items required to be provided pursuant taken by them in accordance with the provisions thereof, and to Articles 12 otherwise comply therewith, and 14 hereof, BISYS shall be under no duty irrevocably authorize and direct the [Agent][Trustee][other applicable term] to take all actions on its or the [Lenders’][Holders’][other applicable term] behalf as are necessary to comply with or take any action the provisions thereof. The rights and remedies of the [Agent][Trustee][other applicable term], on behalf of the [Lenders][Holders][other applicable term], under this [Agreement][Indenture] shall be subject to the Omnibus Intercreditor Agreement as a result in effect from time to time. In the event of any conflict between the terms of such amendments or changes that affect its duties hereunder unless the Company first obtains BISYS' written consent to Omnibus Intercreditor Agreement and approval this [Agreement][Indenture], the terms of such amendments or changesthe Omnibus Intercreditor Agreement shall govern and control.”

Amendments to Documents. The Company shall furnish BISYS written copies (i) Each Note Agent, on behalf of itself and the applicable Note Secured Parties, hereby agrees that, without affecting the obligations of such Note Agent and the applicable Note Secured Parties hereunder, the ABL Agent and the ABL Secured Parties may, at any time and from time to time, in their sole discretion without the consent of or notice to any Note Agent or any Note Secured Party, and without incurring any liability to any Note Agent or any Note Secured Party or affecting, impairing or releasing the priority of any amendments toLiens on the Collateral as provided for herein, amend, restate, supplement, replace, Refinance, extend, consolidate, restructure, or changes in, otherwise modify any of the items referred to ABL Documents in Article 12 hereof forthwith upon such amendments or changes becoming effective. In additionany manner whatsoever, the Company agrees that no amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts other than in a manner which might would have the effect of changing contravening the procedures employed by BISYS in providing the services agreed terms of this Agreement, provided that with respect to hereunder or which amendment might affect the duties any Refinancing of BISYS hereunder unless the Company first obtains BISYS' approval of such amendments or changes. BISYS may rely on any amendments to or changes in any of the documents and other items ABL Obligations, the holders of such Refinancing indebtedness bind themselves in a writing addressed to be provided by each Note Agent to the Company pursuant to Articles 12 and 14 terms of this Agreement Agreement. ​ ​ (ii) The ABL Agent, on behalf of itself and the Company ABL Secured Parties, hereby indemnifies agrees that, without affecting the obligations of the ABL Agent and holds harmless BISYS the ABL Secured Parties hereunder, each Note Agent and the Note Secured Parties may, at any time and from time to time, in their sole discretion without the consent of or notice to the ABL Agent or any ABL Secured Party, and against without incurring any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses liability to the ABL Agent or any ABL Secured Party or impairing or releasing the priority of every nature and character which may result from actions or omissions any Liens on the part Collateral as provided for herein, amend, restate, supplement, replace, Refinance, extend, consolidate, restructure, or otherwise modify any of BISYS the Note Documents in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized any manner whatsoever other than in any manner which would have the effect of contravening the terms of this Agreement, provided that with respect to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 and 14 hereof, BISYS shall be under no duty to comply with or take any action as a result Refinancing of any of such amendments or changes that affect its duties hereunder unless the Company first obtains BISYS' written consent to and approval Note Obligations, the holders of such amendments or changesRefinancing indebtedness bind themselves in a writing addressed to the ABL Agent to the terms of this Agreement.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 19 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company Trust agrees that no amendments will be made to the Prospectuses or Statements Statement of Additional Information of the Trusts Trust, which might have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect the duties of BISYS hereunder unless the Company Trust first obtains BISYS' approval of such amendments or changes, which approval shall not be withheld unreasonably. BISYS may rely on any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles 12 19 and 14 21 of this Agreement and and, subject to the Company hereby indemnifies provisions of Article 7 hereof, the Trust agrees to indemnify and holds harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 19 and 14 21 hereof, in the event the same relate to services provided by BISYS hereunder, BISYS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' written consent to and approval of such amendments or changes.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 Section 17 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company Trust agrees that no amendments will be made to the Prospectuses or Statements Statement of Additional Information of the Trusts Trust, or the AML Program, which might would have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might would affect the duties of BISYS hereunder (either circumstance referred to as "Affect BISYS") unless the Company Trust first obtains BISYS' 's approval of such amendments or changes, which approval shall not be withheld unreasonably; provided, however, that if any such amendment is made without BISYS's approval and does Affect BISYS, BISYS shall not be required to comply with such amendment unless it consents thereto, which consent will not be unreasonably withheld, provided further that this Section 19 shall not excuse BISYS from complying with laws and regulations applicable to BISYS. BISYS may rely on any amendments to or changes Among other instances, approval in any of the documents and other items to foregoing circumstances shall not be provided by deemed unreasonably withheld if BISYS would incur additional costs or expenses in complying with the Company pursuant to Articles 12 and 14 of this Agreement relevant amendment and the Company hereby indemnifies parties can not, in good faith, reach mutual agreement on payment of additional fees to BISYS and holds harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other allocation of expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 and 14 hereof, BISYS shall be under no duty to comply with or take any action as a result of any of such amendments or changes that affect its duties hereunder unless the Company first obtains BISYS' written consent to and approval of such amendments or changesrelated thereto.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 19 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no Trust will provide BISYS with advance notice of any material amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts items set forth in Article 19 which might have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect affecting the duties of BISYS hereunder unless the Company first obtains BISYS' approval of hereunder. BISYS will not be responsible for changing or conforming its services to any such amendments until BISYS has reviewed and accepted responsibility for the relevant changes in services. BISYS will consider such changes in good faith. In the event that any such amendment, or changeschange in laws applicable to the Trust would require BISYS to make specific changes to its service model, BISYS will use reasonable good faith efforts to inform the Trust of the changes that would be necessary, and set out the estimated costs and estimated implementation timetable for any additional services. The parties shall then in good faith agree to mutually agreeable terms applicable to such additional service. BISYS may reasonably rely on any documents provided pursuant to Articles 19 and 21 and any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles 12 19 and 14 21 of this Agreement and, subject to the provisions of Article 7 hereof, the Trust agrees to indemnify and the Company hereby indemnifies and holds hold harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changesBISYS. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 19 and 14 21 hereof, in the event the same relate to services provided by BISYS hereunder, BISYS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' written consent to and approval of such amendments or changes.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 19 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no Trust will provide BISYS with advance notice of any material amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts items set forth in Article 19 which might have the effect of changing the procedures employed by BISYS in providing providing. the services agreed to hereunder or which amendment might affect affecting the duties of BISYS hereunder unless (including, without limitation, the Company first obtains BISYS' approval designation of any additional Fair Value Information Vendors). BISYS will not be responsible for changing or conforming its services to any such amendments until BISYS has reviewed and accepted responsibility for the relevant changes in services. BISYS will consider such changes in good faith. In the event that any such amendment, or changeschange in laws applicable to the Trust would require BISYS to make specific changes to its service model, BISYS will use reasonable good faith efforts to inform the Trust of the changes that would be necessary, and set out the estimated costs and estimated implementation timetable for any additional services. The parties shall then in good faith agree to mutually agreeable terms applicable to such additional service. BISYS may reasonably rely on any documents provided pursuant to Articles 19 and 21 and any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles 12 19 and 14 21 of this Agreement and, subject to the provisions of Article 7 hereof, the Trust agrees to indemnify and the Company hereby indemnifies and holds hold harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changesBISYS. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 19 and 14 21 hereof, in the event the same relate to services provided by BISYS hereunder, BISYS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' written consent to and approval of such amendments or changes.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 Section 10 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts which might have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect the duties of BISYS hereunder unless the Company first obtains BISYS' approval of such amendments or changes. BISYS may rely on any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles Sections 10 and 12 and 14 of this Agreement and and, subject to the Company provisions of Section 8 hereof, the Trust hereby indemnifies and holds harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items referred to be above, in the event the same relate to services provided pursuant to Articles 12 and 14 hereofby BISYS hereunder, BISYS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' 's written consent to and approval of such amendments or changes.

Amendments to Documents. The Company Trust shall furnish BISYS CFS written copies of any amendments to, or changes in, any of the items referred to in Article 12 19 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no Trust will provide CFS with advance notice of any material amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts items set forth in Article 19 which might have the effect of changing the procedures employed by BISYS CFS in providing providing. the services agreed to hereunder or which amendment might affect affecting the duties of BISYS CFS hereunder unless (including, without limitation, the Company first obtains BISYS' approval designation of any additional Fair Value Information Vendors). CFS will not be responsible for changing or conforming its services to any such amendments until CFS has reviewed and accepted responsibility for the relevant changes in services. CFS will consider such changes in good faith. In the event that any such amendment, or changeschange in laws applicable to the Trust would require CFS to make specific changes to its service model, CFS will use reasonable good faith efforts to inform the Trust of the changes that would be necessary, and set out the estimated costs and estimated implementation timetable for any additional services. BISYS The parties shall then in good faith agree to mutually agreeable terms applicable to such additional service. CFS may reasonably rely on any documents provided pursuant to Articles 19 and 21 and any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles 12 19 and 14 21 of this Agreement and, subject to the provisions of Article 7 hereof, the Trust agrees to indemnify and the Company hereby indemnifies and holds hold harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changesCFS. Although BISYS CFS is authorized to rely on the above-mentioned amendments to and changes in the documents and other items to be provided pursuant to Articles 12 19 and 14 21 hereof, BISYS in the event the same relate to services provided by CFS hereunder, CFS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' CFS's written consent to and approval of such amendments or changes.

Amendments to Documents. The Company Trust shall furnish BISYS written copies of any amendments to, or changes in, any of the items referred to in Article 12 Section 10 hereof forthwith upon such amendments or changes becoming effective. In addition, the Company agrees that no amendments will be made to the Prospectuses or Statements of Additional Information of the Trusts which might have the effect of changing the procedures employed by BISYS in providing the services agreed to hereunder or which amendment might affect the duties of BISYS hereunder unless the Company first obtains BISYS' approval of such amendments or changes. BISYS may rely on any amendments to or changes in any of the documents and other items to be provided by the Company Trust pursuant to Articles Sections 10 and 12 and 14 of this Agreement and and, subject to the Company provisions of Section 8 hereof, the Trust hereby indemnifies and holds harmless BISYS from and against any and all claims, demands, actions, suits, judgments, liabilities, losses, damages, costs, charges, counsel fees and other expenses of every nature and character which may result from actions or omissions on the part of BISYS in reasonable reliance upon such amendments and/or changes. Although BISYS is authorized to rely on the aboveABOVE-mentioned MENTIONED amendments to and changes in the documents and other items referred to be above, in the event the same relate to services provided pursuant to Articles 12 and 14 hereofby BISYS hereunder, BISYS shall be under have no duty liability for failure to comply with or take any action as a result of any of in conformity with such amendments or changes that affect its duties hereunder unless the Company Trust first obtains BISYS' 's written consent to and approval of such amendments or changes.