Common use of Amendments to Organizational Documents Clause in Contracts

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n); (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.

Amendments to Organizational Documents. The Company Borrower will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, permit any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Restatement Date. Notwithstanding Notwithstanding, this Section 10.28.12, the CompanyBorrower, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the HoldersAdministrative Agent, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, members or partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.88.8, 9.1(n) or 12(n9.1(o); (b) to reflect a change that does not adversely affect any Holders TDC, the Administrative Agent or the Lenders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons a Person subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger merger, or consolidation of any Person that is otherwise not otherwise prohibited under this Agreement. The Company Borrower will provide prompt notice to the Holders Administrative Agent upon taking any such action under the foregoing sentence of this Section 10.128.12.

Amendments to Organizational Documents. The Company Borrower will not not, nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, permit any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Datedate of this Agreement after December 10, 2014. Notwithstanding this Section 10.27.12, the CompanyBorrower, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Fixed Rate Note Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.87.8, or 12(n8.1(n); (b) to reflect a change that does not adversely affect any the Fixed Rate Note Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company Borrower will provide prompt notice to the Fixed Rate Note Holders upon taking any such action under the foregoing sentence of this Section 10.127.12.

Amendments to Organizational Documents. The Company Borrower will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, permit any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Restatement Date. Notwithstanding Notwithstanding, this Section 10.2‎8.12, the CompanyBorrower, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the HoldersAdministrative Agent, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, members or partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.88.8, 9.1(n) or 12(n9.1(o); (b) to reflect a change that does not adversely affect any Holders TDC, the Administrative Agent or the Lenders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons a Person subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger merger, or consolidation of any Person that is otherwise not otherwise prohibited under this Agreement. The Company Borrower will provide prompt notice to the Holders Administrative Agent upon taking any such action under the foregoing sentence of this Section 10.12‎8.12.

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n); (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.. Annex A-20

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n1211(no); (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; andand ANNEX A-36 (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.

Amendments to Organizational Documents. The Company Borrower will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, permit any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Closing Date. Notwithstanding Notwithstanding, this Section 10.28.12, the CompanyBorrower, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, may amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, members or partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.88.8, 9(n) or 12(n9(o); (b) to reflect a change that does not adversely affect any Holders TDC, the Administrative Agent or the Lenders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons a Person subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger merger, or consolidation of any Person that is otherwise not otherwise prohibited under this Agreement. The Company Borrower will provide prompt notice to the Holders Administrative Agent upon taking any such action under the foregoing sentence of this Section 10.128.12.

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or ANNEX A-32 existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n); (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n);; ANNEX A-30 (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.

Amendments to Organizational Documents. The Company will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Date. Notwithstanding this Section 10.2, the Company, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.8, or 12(n);1211(no) ; ANNEX A-32 (b) to reflect a change that does not adversely affect any Holders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger or consolidation of any Person that is not otherwise prohibited under this Agreement. The Company will provide prompt notice to the Holders upon taking any such action under the foregoing sentence of this Section 10.12.

Amendments to Organizational Documents. The Company Borrower will not nor will it cause or permit any of its Subsidiaries to, and shall use commercially reasonable efforts not to permit, permit any Qualified Lessee or any of its Subsidiaries to, amend, supplement, terminate, replace or waive any provision of its operating agreement or other organization documents after the Third Amendment Closing Date. Notwithstanding Notwithstanding, this Section 10.2‎8.12, the CompanyBorrower, its Subsidiaries, any Qualified Lessee and its Subsidiaries may, without the consent of the Holders, may amend their respective operating agreement or similar organizational documents as may be required to facilitate or implement any of the following: (a) to reflect (i) the contribution of any new capital or additional capital by new or existing members or partners of such Person, (ii) the addition of new members or partners of such Person, or (iii) any adjustment, termination, reduction or redemption of equity interests of its members, members or partners or other holders of equity interests or the issuance of additional equity interests in such Person; provided, that after giving effect to any such changes, no Event of Default would exist under Sections 10.88.8, 9(n) or 12(n9(o); (b) to reflect a change that does not adversely affect any Holders TDC, the Administrative Agent or the Lenders in any material respect, or to cure any ambiguity, or correct or supplement any provision, not inconsistent with law or with the provisions of this Agreement; (c) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law; (d) to take actions to avoid any material adverse consequences to such Person as a result of any change in law or interpretation of law applicable to Persons a Person subject to regulation by the PUCT and FERC; and (e) to effect the dissolution, liquidation, merger merger, or consolidation of any Person that is otherwise not otherwise prohibited under this Agreement. The Company Borrower will provide prompt notice to the Holders Administrative Agent upon taking any such action under the foregoing sentence of this Section 10.12‎8.12.