Common use of Amendments, Waivers and Consent Clause in Contracts

Amendments, Waivers and Consent. This Agreement may be amended, and the observance of any term hereof may be waived (either retroactively or prospectively) with (and only with) the written consent of the Company and the Required Holders; provided, however, that no such amendment or waiver may, without the prior written consent of the Holder of each Note then outstanding and affected thereby, (a) subject any Holder to any additional obligation, (b) reduce the principal of (or premium, if any) or rate of interest on, any Note, (c) postpone the date fixed for any payment of principal of (or premium, if any) or interest on any Note (other than a deferral of interest pursuant to Section 3.01(b) or a waiver of any increase in the interest rate on the Notes upon the occurrence of an Event of Default pursuant to Article 10), (d) change the ranking or priority of the Notes or the percentage of the aggregate principal amount of the Notes the Holders of which shall be required to consent or take any other action under this Section 13.02 or any other provision of this Agreement, (e) modify or change any provision of this Agreement or the related definitions affecting the subordination or ranking of the Notes or any Guarantee in a manner which adversely affects the Holders or (f) release any Guarantor from any of its obligations under its Guarantee or this Agreement otherwise than in accordance with the terms of this Agreement. No amendment or waiver of this Agreement will extend to or affect any obligation, covenant, agreement, Default or Event of Default not expressly amended or waived or thereby impair any right consequent thereon. As used herein, the term this “Agreement” and references thereto shall mean this Agreement as it may from time to time be amended, supplemented or modified.

Amendments, Waivers and Consent. This Agreement may be amended, and the observance of any term hereof may be waived (either retroactively or prospectively) with (and only with) the written consent of the Company and (1) so long as it holds any Notes, WCAS XX XX, (2) the Required Holders; provided, however, that no such amendment or waiver may, without the prior written consent of the Holder of each Note then outstanding Holders and affected thereby, (a3) subject any Holder to any additional obligation, (b) reduce the principal of (or premium, if any) or rate of interest on, any Note, (c) postpone the date fixed for any payment of principal of (or premium, if any) or interest on any Note (other than a deferral of interest pursuant to Section 3.01(b) or a waiver of any increase in the interest rate on the Notes upon the occurrence of an Event of Default pursuant to Article 10), (d) change the ranking or priority of the Notes or the percentage of the aggregate principal amount of the Notes the Holders of which shall be required to consent or take any other action under this Section 13.02 or any other provision of this Agreement, (e) modify or change any provision of this Agreement or the related definitions affecting the subordination or ranking of the Notes or any Guarantee in a manner which adversely affects the Holders or (f) release any Guarantor from any of its obligations under its Guarantee or this Agreement otherwise than in accordance with the terms of this AgreementHoldings. No amendment or waiver of this Agreement will extend to or affect any obligation, covenant, agreement, Default or Event of Default not expressly amended or waived or thereby impair any right consequent thereon. As used herein, the If (a) any amendment or waiver of any provision or term this “Agreement” and references thereto shall mean of this Agreement and/or the Notes (including without limitation any amendment or waiver that reduces the principal of, or rate of interest on, any Note or postpones the date fixed for any payment of principal and/or interest on any Note) is proposed to be entered into with respect to the Notes, (b) such amendment or waiver would apply on the same relative basis to all Notes and (c) WCAS XX XX consents in writing to and/or executes and delivers such amendment or waiver with respect to all of its Notes, each Holder of a Note (if any) other than WCAS XX XX (each an “Other Noteholder”) hereby agrees that it shall promptly (and in any event not later than two Business Days after written request to take such action is given to such Other Noteholder by WCAS XX XX and the Company) consent in writing to and/or execute and deliver such amendment or waiver with respect to all Notes held by such Other Noteholder. In furtherance of the foregoing, each Other Noteholder hereby constitutes and appoints WCAS XX XX, with full power of substitution, such Other Noteholder’s true and lawful proxy and attorney-in-fact to execute and deliver any written consent, amendment and/or waiver in the manner and under the circumstances provided in the immediately preceding sentence. Each such Other Noteholder hereby affirms that this proxy and power of attorney is given as it may from time an inducement to time be amendedWCAS XX XX and the Company to enter into this Agreement and to permit such Other Noteholder to purchase Notes hereunder and, supplemented or modifiedas such, is coupled with an interest and is irrevocable.

Amendments, Waivers and Consent. This Agreement may be amended, and the observance of any term hereof may be waived (either retroactively or prospectively) with (and only with) the written consent of Holdings, the Company and the Required Holders; provided, however, that no such amendment or waiver may, without the prior written consent of the Holder of each Note then outstanding and affected thereby, (a) subject any Holder to any additional obligation, (b) reduce the principal of (or premium, if any) or rate of interest on, any Note, (c) postpone the date fixed for any payment of principal of (or premium, if any) or interest on any Note (other than a deferral of interest pursuant to Section 3.01(b) or a waiver of any increase in the interest rate on the Notes upon the occurrence of an Event of Default pursuant to Article 10X), (d) change the ranking or priority of the Notes or the percentage of the aggregate principal amount of the Notes the Holders of which shall be required to consent or take any other action under this Section 13.02 or any other provision of this Agreement, (e) modify or change any provision of this Agreement or the related definitions affecting the subordination or ranking of the Notes or any Guarantee in a manner which adversely affects the Holders or (f) release any Guarantor from any of its obligations under its Guarantee or this Agreement otherwise than in accordance with the terms of this Agreement. No amendment or waiver of this Agreement will extend to or affect any obligation, covenant, agreement, Default or Event of Default not expressly amended or waived or thereby impair any right consequent thereon. As used herein, the term this “Agreement” and references thereto shall mean this Agreement as it may from time to time be amended, supplemented or modified.

Amendments, Waivers and Consent. This Agreement may be amended, and the observance of any term hereof may be waived (either retroactively or prospectively) with (and only with) the written consent of the Company and (x) so long as it holds any Securities, WCAS XX XX, (y) the Required HoldersHolders and (z) (i) Parent (if such amendment or waiver relates exclusively to the Notes) or (ii) Holdings and Parent (in the case of all other amendments or waivers); provided, however, that no such amendment or waiver may, without the prior written consent of the Holder of each Note then outstanding and affected thereby, (a) subject any Holder to any additional obligation, (b) reduce the principal of (or premium, if any) or rate of interest on, any Note, (cb) postpone the date fixed for any payment of principal of (or premium, if any) or interest on any Note (other than a deferral of interest pursuant to Section 3.01(b) or deferral or waiver of payment pursuant to Sections 3.04 or 3.05) or a waiver of any increase in the interest rate on the Notes upon the occurrence of an Event of Default pursuant to Article 10Section 10.01(a) or 10.01(b) or upon a deferral of interest pursuant to Section 3.01(b), ) or (dc) change the ranking or priority of the any Notes relative to any other Note or the percentage of the aggregate principal amount of the Notes the Holders of which shall be required to consent or take any other action under this Section 13.02 11.02 or any other provision of this Agreement, (e) modify or change any provision of this Agreement or the related definitions affecting the subordination or ranking of the Notes or any Guarantee in a manner which adversely affects the Holders or (f) release any Guarantor from any of its obligations under its Guarantee or this Agreement otherwise than in accordance with the terms of this Agreement. No amendment or waiver of this Agreement will extend to or affect any obligation, covenant, agreement, Default or Event of Default not expressly amended or waived or thereby impair any right consequent thereon. As used herein, the term this “Agreement” and references thereto shall mean this Agreement as it may from time to time be amended, supplemented or modified.