Common use of Amendments Without Consent of Holders Clause in Contracts

Amendments Without Consent of Holders. (a) The Company and the Trustee may amend or supplement the Indenture or any Security Documents without notice to or the consent of any Holder, to: (1) cure any ambiguity, defect or inconsistency in the Indenture, the Notes or any Security Document; (2) comply with Section 5.01; (3) evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4) add any Subsidiary Guarantor or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenture; (5) provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any Holder.

Amendments Without Consent of Holders. (a) The Company and the Trustee may amend or supplement the Indenture Indenture, the Notes or any the Security Documents without notice to or the consent of any Holder, to:Noteholder (1) to cure any ambiguity, defect or inconsistency in the IndentureIndenture or the Notes, provided that such amendments shall not adversely affect the Notes or interests of Holders in any Security Documentmaterial respect; (2) to comply with Section 5.01Article 5; (3) to comply with any requirements of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act or in order to maintain such qualification; (4) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4) add any Subsidiary Guarantor or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenture; (5) to provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral make any change that, in the good faith opinion of the board of directors of the Company, does not materially and adversely affect the rights of any Holder under the Indenture or the Security Documents; (7) to conform any provision to the “Description of Notes” in the prospectus pursuant to which the Initial Notes were offered; or (8) to provide for any Guarantee of the Notes, to secure the Notes or any Subsidiary Guarantee;Guarantee of the Notes or to confirm and evidence the release, termination or discharge of any Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by the Indenture. (7b) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the The Security Documents may be amended without any Holder’s consent to add additional secured creditors holding other Parity Lien Obligations or Junior Lien Obligations so long as such Obligations (and the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with securing them) are not prohibited by the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any Holder.

Amendments Without Consent of Holders. (a) The Company and the Trustee upon the Trustee’s receipt of an Officers’ Certificate and an Opinion of Counsel confirming compliance with the requirements of the Indenture, may amend or supplement the Indenture Indenture, the Notes or any Security Documents the Pledge Agreements without notice to or the consent of any Holder, toNoteholder: (1i) to cure any ambiguity, defect or inconsistency in the IndentureIndenture or the Notes, in a manner that is not materially adverse to the Notes or any Security Documentinterest of the Holders of Notes; (2ii) to comply with Section 5.01Article 5, including to provide for the assumption by a successor of the obligations of the Company or any Guarantor; (3iii) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4iv) add to provide for uncertificated Notes in addition to or in place of certificated Notes, provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (v) to provide for any Subsidiary Guarantor Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary Guarantee of or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided Lien securing the Notes when such release, termination or discharge is permitted by the terms of the Indenture; (5vi) to provide for or confirm the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9vii) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder; (viii) to conform any provision of the Indenture, the Notes or the Pledge Agreements to the “Description of notes” under the Offering Memorandum; (ix) to add additional assets as Collateral for the Notes; or (x) to release Collateral from the Liens pursuant to the provisions of the Indenture and the Pledge Agreements when permitted or required by the Notes, the Indenture or the Pledge Agreements.

Amendments Without Consent of Holders. (a) The Company Without the consent of any Noteholder, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture, the Indenture or any Security Documents without notice to Notes or the consent of any Holder, Subsidiary Guarantees to: (1) cure any ambiguity, defect defect, inconsistency, omission or inconsistency in the Indenture, the Notes or any Security Documentmistake; (2) comply with Section 5.01provide for uncertificated Notes in addition to or in place of certificated Notes; (3) to provide for the assumption of the Company’s or a Guarantor’s obligations to Holders of the Securities in the case of a merger or consolidation or sale of all or substantially all of the Company’s or a Subsidiary Guarantor’s properties or assets in compliance with this Indenture or to add a co-issuer; (4) to add or release Subsidiary Guarantors in compliance with this Indenture; (5) to make any change that would provide any additional rights or benefits to the Holders, add Events of Default or surrender any right or power conferred upon the Company or any Subsidiary Guarantor or that does not adversely affect in any material respect the legal rights hereunder of any Holder; provided, however, that any change to this Indenture to conform it to the description of the Notes in the offering memorandum of the Company dated December 7, 2012 relating to the initial offering of the Notes that is intended to be a substantially verbatim recitation of the corresponding provision of this Indenture (which may be evidenced by an Officers’ Certificate delivered to the Trustee) shall not be deemed to adversely affect such legal rights; (6) to secure the Notes, including pursuant to the requirements of Section 4.08; (7) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; (8) to comply with requirements of the Depositary with respect to the Notes; (9) to evidence and provide for the acceptance of an appointment hereunder by of a successor Trustee;; and (410) add any Subsidiary Guarantor or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenture; (5) to provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral to secure the Exchange Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any HolderAdditional Notes.

Amendments Without Consent of Holders. (a) The Company and the Trustee may amend or supplement the this Indenture or any Security Documents the Notes without notice to or the consent of any Holder, to:Noteholder (1) to cure or reform any ambiguity, defect defect, mistake, manifest error, omission or inconsistency in this Indenture or the Indenture, the Notes or any Security DocumentNotes; (2) to comply with Section 5.01Article 5; (3) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (4) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (45) add to provide for any Subsidiary Guarantor Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by this Indenture or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenture; (5) provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indentureapplicable security documents; (6) add additional Collateral to secure provide for or confirm the Notes or any Subsidiary Guaranteeissuance of Additional Notes; (7) effect to conform the text of this Indenture, the Note Guarantees or Notes to any change provision of the “Description of the Notes” contained in the offering memorandum relating to the Initial Notes to the extent that such provision in the “Description of the Notes” was intended (as evidenced by an Officer’s Certificate) to be a verbatim recitation of a provision of this Indenture in a manner necessary to comply with Indenture, the procedures of DTCNote Guarantees or the Notes; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide any additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder; (9) to provide for uncertificated notes in addition to or in place of Certificated Notes; or (10) to add to the covenants of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company.

Amendments Without Consent of Holders. (a) The Company and the Trustee may amend or supplement the this Indenture or the Securities of any Security Documents series, without notice to or the consent of any Holder, toto : (1) cure any ambiguity, defect or inconsistency in the Indenture, the Notes this Indenture or any Security DocumentSecurities of any series; (2) comply with Section 5.01provide for the assumption of the Company’s obligations in the case of a merger or consolidation and the discharge by the Company upon such assumption; (3) comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (4) evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (45) add any Subsidiary Guarantor provide for uncertificated Securities of a series in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms in place of the IndentureCertificated Securities of such series; (56) provide for the issuance of Additional Notes (including PIK Notes) Securities of a series in accordance with the limitations set forth in the this Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect provide for or add or remove guarantors with respect to the Securities of any change to this Indenture in a manner necessary to comply with the procedures of DTCseries; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into secure any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration series of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture)Securities; (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide any additional rights or benefits to the Holders of any series of Securities; (10) establish the form or forms of any series of Securities; (11) conform any provision contained in this Indenture or in any supplement hereto to the description of the Securities contained in the Company’s final prospectus supplement (under the heading “Description of the Notes,” “Description of Debt Securities” or otherwise) relating to such series of Securities; or (12) make any change that does not materially and adversely affect the rights of any Holder.

Amendments Without Consent of Holders. (a) The Company and the Trustee (and, in the case of the Collateral Agreements, the Noteholder Collateral Agent) may amend or supplement this Indenture, the Indenture or any Security Documents Notes and/or the Collateral Agreements without notice to or the consent of any Holder, to:Noteholder (1i) to cure any ambiguity, defect or inconsistency in this Indenture or the Indenture, the Notes or any Security DocumentNotes; (2ii) to comply with Section 5.01Article 5; (3iii) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (iv) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4v) add any Subsidiary Guarantor to provide for uncertificated Notes in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as in place of certificated Notes, provided or permitted by that the terms uncertified Notes are issued in registered form for purposes of Section 163(f) of the IndentureInternal Revenue Code of 1986, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Internal Revenue Code of 1986; (5vi) to provide for any Guarantee of the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral , to secure provide security for the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary Guarantee;Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by this Indenture and the Collateral Agreements; or (7vii) effect to conform any change provision to this Indenture the section in a manner necessary to comply with the procedures Offering Circular entitled “Description of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to Exchange Notes”. In addition, the Company may amend the Collateral Agreements, and enter into any amendments such additional agreements, as may be necessary (a) to secure additional Debt to be Incurred by the Security Documents Company or the Indenture and take any other action necessary to permit the creation and registration of a Guarantor by Liens on the Collateral pursuant to secure Permitted Priority Secured Indebtednessthe Collateral Agreements if such Debt is permitted to be Incurred and secured by such Liens under this Indenture, in accordance with the Indenture); or (9b) to comply with any requirements evidence the requisite priorities of the U.S. Securities Liens granted by the Collateral Agreements and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to Permitted Liens on the Holders or that does not adversely affect the rights of any HolderCollateral.

Amendments Without Consent of Holders. (a) The Company Company, the Guarantors (except that no existing Guarantor need execute a supplemental indenture pursuant to Section 9.01(a)(6)) and the Trustee may amend or supplement this Indenture, the Indenture Notes, the Note Guarantees or any the Security Documents without notice to or the consent of any Holder, toNoteholder: (1) to cure any ambiguity, defect defect, omission or inconsistency in the this Indenture, the Notes Notes, the Note Guarantees or any the Security DocumentDocuments; (2) to comply with Section 5.01Article 5; (3) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (4) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4) add any Subsidiary Guarantor or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenturetrustee; (5) to provide for uncertificated Notes in addition to or in place of certificated Notes, provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (6) to provide for any Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by this Indenture; (7) to provide for or confirm the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the terms of this Indenture; (6) add additional Collateral 8) to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder; (9) to add additional obligors under this Indenture, the Notes or the Note Guarantees; or (10) to conform any provision to the “Description of Notes” contained in the Offering Memorandum. (b) This Indenture and the Security Documents may be amended without any Holder’s consent to add additional secured creditors holding other Parity Lien Obligations so long as such obligations are not prohibited by this Indenture and to effect an ABL Transaction as set forth in and in accordance with Article 13.

Amendments Without Consent of Holders. (a) The Company and the Trustee (and, in the case of the Collateral Agreements, the Noteholder Collateral Agent) may amend or supplement this Indenture, the Indenture or any Security Documents Notes and/or the Collateral Agreements without notice to or the consent of any Holder, to:Noteholder (1i) to cure any ambiguity, defect or inconsistency in this Indenture or the Indenture, the Notes or any Security DocumentNotes; (2ii) to comply with Section 5.01‎Article 5; (3iii) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (iv) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4v) add any Subsidiary Guarantor to provide for uncertificated Notes in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as in place of certificated Notes, provided or permitted by that the terms uncertificated Notes are issued in registered form for purposes of Section 163(f) of the IndentureInternal Revenue Code of 1986, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Internal Revenue Code of 1986; (5vi) to provide for any Guarantee of the issuance Notes, to provide security for the Notes or to confirm and evidence the release, termination or discharge of Additional any Guarantee of or Lien securing the Notes (including PIK Notes) in accordance with when such release, termination or discharge is permitted by this Indenture and the limitations set forth in the IndentureCollateral Agreements; (6vii) add additional Collateral to secure conform any provision to the Notes or any Subsidiary Guaranteesection in the Offering Circular entitled “Description of the Notes”; (7viii) effect to make any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any HolderHolder in any material respect; (ix) to provide for or confirm the issuance of Additional Notes; or (x) in the event that PIK Notes are issued in certificated form, to establish minimum redemption amounts for certificated PIK Notes. In addition, the Company may amend the Collateral Agreements, and enter into such additional agreements, as may be necessary (a) to secure additional Debt to be Incurred by the Company or a Guarantor by Liens on the Collateral pursuant to the Collateral Agreements if such Debt is permitted to be Incurred and secured by such Liens under this Indenture, or (b) to evidence the requisite priorities of the Liens granted by the Collateral Agreements and any other Permitted Liens on the Collateral.

Amendments Without Consent of Holders. (a) The Company and the Trustee (and, in the case of the Collateral Agreements, the Noteholder Collateral Agent) may amend or supplement this Indenture, the Indenture or any Security Documents Notes and/or the Collateral Agreements without notice to or the consent of any Holder, to:Noteholder (1i) to cure any ambiguity, defect or inconsistency in this Indenture or the Indenture, the Notes or any Security DocumentNotes; (2ii) to comply with Section 5.01Article 5; (3iii) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (iv) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4v) add any Subsidiary Guarantor to provide for uncertificated Notes in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as in place of certificated Notes, provided or permitted by that the terms uncertificated Notes are issued in registered form for purposes of Section 163(f) of the IndentureInternal Revenue Code of 1986, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Internal Revenue Code of 1986; (5vi) to provide for any Guarantee of the issuance Notes, to provide security for the Notes or to confirm and evidence the release, termination or discharge of Additional any Guarantee of or Lien securing the Notes (including PIK Notes) in accordance with when such release, termination or discharge is permitted by this Indenture and the limitations set forth in the IndentureCollateral Agreements; (6vii) add additional Collateral to secure conform any provision to the Notes or any Subsidiary Guaranteesection in the Offering Circular entitled “Description of the Notes”; (7viii) effect to make any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any HolderHolder in any material respect; or (ix) to provide for or confirm the issuance of Additional Notes. In addition, the Company may amend the Collateral Agreements, and enter into such additional agreements, as may be necessary (a) to secure additional Debt to be Incurred by the Company or a Guarantor by Liens on the Collateral pursuant to the Collateral Agreements if such Debt is permitted to be Incurred and secured by such Liens under this Indenture, or (b) to evidence the requisite priorities of the Liens granted by the Collateral Agreements and any other Permitted Liens on the Collateral.

Amendments Without Consent of Holders. (a) The Company Issuer and the Trustee may amend or supplement this Indenture, the Indenture Notes or any Security Documents the Note Guarantees without notice to or the consent of any Holder, to:Noteholder (1) to cure any ambiguity, omission, defect or inconsistency in this Indenture or the Indenture, the Notes or any Security DocumentNotes; (2) to comply with Section 5.01Article V hereof; (3) to comply with any requirements of the Commission in connection with the qualification or the maintenance of qualification of this Indenture under the Trust Indenture Act; (4) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (45) add any Subsidiary Guarantor to provide for uncertificated Notes in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as in place of certificated Notes, provided or permitted by that the terms uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Indenture; (5Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) provide for of the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the IndentureCode; (6) add additional Collateral to provide for any Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary GuaranteeGuarantee of or Lien securing the Notes when such release, termination or discharge is permitted by this Indenture; (7) effect any change to this Indenture in a manner necessary to comply with provide for or confirm the procedures issuance of DTCthe Exchange Notes or Additional Notes; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments conform to the Security Documents or “Description of the Indenture and take any other action necessary Notes” in the Offering Memorandum to permit the creation and registration extent such provision in this “Description of Liens on the Collateral Notes” was intended to secure Permitted Priority Secured Indebtednessbe a verbatim recitation of a provision of this Indenture, as certified in accordance with the Indenture)an Officers’ Certificate; (9) to comply with the rules of any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIAapplicable securities depositary; or (10) to make any other change that would provide any additional rights or benefits to the Holders of Notes or that does not materially adversely affect the legal rights under this Indenture of any such Holder.

Amendments Without Consent of Holders. (a) The Company and the Trustee may amend or supplement the Indenture or any Security Documents Notwithstanding Section 9.02 hereof, without notice to or the consent of any Holder, the Company, any Subsidiary Guarantor (with respect to its Subsidiary Guarantee or this Indenture) and the Trustee and the Notes Collateral Agent may amend or supplement this Indenture, the Notes, the Subsidiary Guarantees, the Security Documents and the Intercreditor Agreements to: (1) cure any ambiguity, omission, mistake, defect or inconsistency in the Indenture, the Notes or any Security Documentinconsistency; (2) comply with Section 5.01Article 5; (3) evidence and provide for the acceptance of an appointment hereunder assumption by a successor Trusteeentity (or co-issuer) of the obligations of the Company or any Subsidiary Guarantor under this Indenture, the Notes, any Subsidiary Guarantee, any Security Document, or the Intercreditor Agreements (whether through Division, merger, amalgamation consolidation, sale of all or substantially all of assets and properties or otherwise); (4) provide for or facilitate the issuance of uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code); (5) comply with the rules of any applicable depositary; (6) add any Subsidiary Guarantor or any Subsidiary Guarantee Guarantees with respect to the Notes or release any a Subsidiary Guarantor from its obligations under its Subsidiary Guarantee, this Indenture or the Security Documents in accordance with the applicable provisions of this Indenture or the Security Documents; (7) make, complete or confirm any Subsidiary Guarantee grant of Collateral permitted or required by this Indenture or any of the Security Documents or any release, termination or discharge of Collateral that becomes effective as provided set forth in this Indenture or any of the Security Documents; (8) grant any Lien for the benefit of the holders of Pari Passu Lien Debt or Junior Lien Debt in accordance with and as permitted by the terms of this Indenture and the Intercreditor Agreements; (9) add additional secured parties to any Security Document or any Intercreditor Agreement to the extent Liens securing obligations held by such parties are permitted under this Indenture; (510) mortgage, pledge, hypothecate or grant a security interest in favor of the Notes Collateral Agent for the benefit of the Notes Secured Parties as additional security for the payment and performance of the Company’s and any Subsidiary Guarantor’s obligations under this Indenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Notes Collateral Agent or the Trustee in accordance with the terms of this Indenture or otherwise; (11) provide for the succession of any parties to any of the Security Documents (and other amendments that are administrative or ministerial in nature) and any of the Intercreditor Agreements in connection with an amendment, renewal, extension, substitution, refinancing, restructuring, replacement, supplementing or other modification from time to time of any agreement in accordance with the terms of this Indenture, the relevant Security Document and the Intercreditor Agreements; (12) add to the covenants of the Company and its Restricted Subsidiaries or Events of Default for the benefit of the Holders or to make changes that would provide additional rights to Holders or to surrender any right or power conferred upon the Company or any Subsidiary Guarantor; (13) make any change that does not materially adversely affect the rights of any Holder under this Indenture; (14) evidence or provide for the appointment under this Indenture of a successor trustee or under the Security Documents of a successor collateral agent; provided that the successor trustee or successor collateral agent is otherwise qualified and eligible to act as such under the terms of this Indenture and of the Security Documents, as applicable; (15) provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the under this Indenture; (616) add additional Collateral to secure comply with the Notes provisions set forth in Article 10 or any Subsidiary GuaranteeSection 4.15; (717) effect any change to conform the text of this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting any supplemental indenture or other instrument pursuant to which Additional Notes are issued), the Trustee to enter into any amendments to Notes, the Subsidiary Guarantees, the Security Documents or the Indenture and take Intercreditor Agreements to any other action necessary to permit provision of the creation and registration “Description of Liens on Notes” section of the Collateral to secure Permitted Priority Secured IndebtednessCompany’s Offering Memorandum dated June 9, in accordance with 2022 (the Indenture); (9“Offering Memorandum”) to comply the extent that such provision in such “Description of Notes” section was intended to be a verbatim recitation of a provision of this Indenture, the Notes, the Subsidiary Guarantees, the Security Documents or the Intercreditor Agreements as confirmed to the Trustee by an Officer’s Certificate, or, with respect to any requirements Additional Notes or any supplemental indenture or other instrument pursuant to which Additional Notes are issued, to any provision of the U.S. Securities and Exchange Commission in connection with qualifying “Description of Notes” relating to the Indenture or maintaining its qualification under issuance of the TIAAdditional Notes solely to the extent that the “Description of Notes” provides for terms of such Additional Notes that differ from the terms of the Initial Notes; or (1018) make any other change that would provide additional rights or benefits amendment to the Holders provisions of this Indenture relating to the transfer and legending of Notes as permitted by this Indenture, including, without limitation to facilitate the issuance and administration of the Notes; provided, however, that (A) compliance with this Indenture as so amended would not result in Notes being transferred in violation of the Securities Act or that any applicable securities law and (B) such amendment does not materially and adversely affect the rights of Holders to transfer Notes. The Holders of the Notes will be deemed to have consented (x) to the entry into the Second Lien Intercreditor Agreement by the Trustee and the Notes Collateral Agent with the holders of any HolderJunior Lien Obligations (or any authorized agent or trustee therefor) that are incurred in compliance with this Indenture to establish that the Liens on any Collateral securing such Junior Lien Obligations shall be junior to the Liens securing the Pari Passu Lien Obligations (including the obligations under this Indenture, the Notes and the Subsidiary Guarantees) without any further consent and (y) for purposes of the Security Documents and the Intercreditor Agreements to any of the following amendments, waivers and other modifications to the Security Documents and the Intercreditor Agreements: (1) (A) to add other parties (or any authorized agent thereof or trustee therefor) holding Pari Passu Lien Obligations that are Incurred in compliance with this Indenture and (B) to establish that the Liens on any Collateral securing such Pari Passu Lien Obligations shall rank equally with the Liens on such Collateral securing the obligations under this Indenture and the Notes and the Subsidiary Guarantees, all on the terms provided for in each of the Security Documents and the First Lien Intercreditor Agreement in effect immediately prior to such amendment; and (2) (A) to add other parties (or any authorized agent thereof or trustee therefor) holding Junior Lien Obligations that are Incurred in compliance with this Indenture and (B) to establish that the Liens on any Collateral securing such Junior Lien Obligations shall be junior to the Liens securing the Pari Passu Lien Obligations (including the obligations under this Indenture, the Notes and the Subsidiary Guarantees), all on the terms provided for in each of the Security Documents and the Second Lien Intercreditor Agreement in effect immediately prior to such amendment. After an amendment or supplement under this Indenture becomes effective, the Company is required to deliver or mail to the Holders a notice briefly describing such amendment, supplement or waiver. However, the failure to deliver or mail such notice to all the Holders, or any defect in the notice, shall not impair or affect the validity of the amendment, supplement or waiver. Upon the request of the Company and upon receipt by the Trustee of the documents described in Section 9.04 and Section 13.03 hereof, as applicable, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of any amended or supplemental indenture or other document authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental indenture or other document that affects its own rights, duties or immunities under this Indenture or otherwise.

Amendments Without Consent of Holders. (a) The Company Issuer and the Trustee upon the Trustee’s receipt of an Officers’ Certificate and an Opinion of Counsel confirming compliance with the requirements of this Indenture, may amend or supplement this Indenture, the Indenture Notes or any Security Documents the Pledge Agreements without notice to or the consent of any Holder, toNoteholder: (1i) to cure any ambiguity, defect or inconsistency in this Indenture or the IndentureNotes, in a manner that is not materially adverse to the Notes or any Security Documentinterest of the Holders of the Notes; (2ii) to comply with Section 5.01Article 5, including to provide for the assumption by a successor of the obligations of the Issuer or any Guarantor; (3iii) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4iv) add to provide for uncertificated Notes in addition to or in place of Certificated Notes, provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code; (v) to provide for any Subsidiary Guarantor Guarantee of the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary Guarantee of or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided Lien securing the Notes when such release, termination or discharge is permitted by the terms of the this Indenture; (5vi) to provide for or confirm the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9vii) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10) make any other change that would provide additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder; (viii) to conform any provision of this Indenture, the Notes or the Pledge Agreements to the “Description of Notes” under the Offering Memorandum; (ix) to add Additional Assets as Collateral for the Notes; or (x) to release Collateral from the Liens pursuant to the provisions of this Indenture and the Pledge Agreements when permitted or required by the Notes, this Indenture or the Pledge Agreements.

Amendments Without Consent of Holders. (a) The Company and the Trustee (and in the case of the Security Documents, the Collateral Agent) may amend or supplement this Indenture, the Indenture or any Security Documents and/or the Notes without notice to or the consent of any Holder, toNoteholder: (1a) to cure any ambiguity, defect or inconsistency in the Indenture, the Notes or any Security Documentinconsistency; (2b) to comply with Section 5.01Article 5; (3c) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (d) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4e) add any Subsidiary Guarantor to provide for uncertificated Notes in addition to or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as in place of certificated Notes, provided or permitted by that the terms uncertificated Notes are issued in registered form for purposes of Section 163(f) of the IndentureCode, or in a manner such that the uncertificated Notes are described in Section 163(f)(2) (B) of the Code; (5f) to provide for any Guarantee of the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) add additional Collateral , to secure the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary Guarantee; (7) effect any change to Guarantee of or Lien securing the Notes when such release, termination or discharge is permitted by this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10g) to make any other change that would provide additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder. In addition, the Company may amend the Security Documents to secure additional Debt to be Incurred by the Company or a Guarantor by Liens on the Collateral pursuant to the Security Documents if such Debt is permitted to be Incurred and secured by such Liens under this Indenture. In formulating its opinion on such matters, the Trustee shall be entitled to rely on such evidence as it deems appropriate, including, without limitation, solely on an Opinion of Counsel.

Amendments Without Consent of Holders. (a) The Company Notwithstanding Section 9.02, without the consent of any Holder of Notes, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, or the Indenture Notes or any the Note Guarantees, and the Trustee and the Collateral Trustee will be authorized, on behalf of the Holders, to amend or supplement the Security Documents without notice (to or the consent of any Holder, to:extent applicable): (1a) to cure any ambiguity, defect or inconsistency in the Indenture, the Notes or any Security Documentinconsistency; (2b) comply with Section 5.01to provide for uncertificated Notes in addition to or in place of Certificated Notes; (3c) to provide for the assumption of the Company’s or any Guarantor’s obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of the Company or of such Guarantor; (d) to make any change that would provide any additional rights or benefits to the Holders of Notes or that does not adversely affect the legal rights under this Indenture of any such Holder; (e) to comply with requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; (f) to comply with the requirements of Section 4.10; (g) to evidence and provide for the acceptance of an appointment hereunder by a successor Trustee; (4h) add any Subsidiary Guarantor or any Subsidiary Guarantee or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by the terms of the Indenture; (5) to provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the this Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIA; or (10i) make to conform any provision to the “Description of Notes” in the Offering Circular. In addition, the Company, the Collateral Trustee and the Trustee may amend the Security Documents to permit the accession of or succession of any parties to the Intercreditor Agreement or the Collateral Trust Agreement (including in respect of any incurrence of Pari-Passu Obligations or in connection with an amendment, renewal, extension, substitution, refinancing, restructuring, replacement, supplementing or other modification from time to time of the Revolving Credit Agreement, the Notes, the Term Loan Obligations or any other change that would provide additional rights or benefits to the Holders or that does not adversely affect the rights of any HolderPari-Passu Obligations).

Amendments Without Consent of Holders. (a) The Company 9.2.1 Notwithstanding Section 9.1, the Issuer, the Guarantors and the Trustee may amend or supplement this Indenture, the Indenture Notes, the Note Guarantees or any the Security Documents without notice to or the consent of any Holder, toholder of the Notes: (1a) to cure any ambiguity, defect or inconsistency in the Indenture, the Notes or any Security Documentinconsistency; (2b) comply with Section 5.01to provide for uncertificated Notes in addition to or in place of certificated Notes; (3c) evidence and to provide for the acceptance assumption of an appointment hereunder by the Issuer’s or any Guarantor’s obligations to holders of Notes and the Note Guarantees in the case of a successor Trusteemerger or consolidation or sale of all or substantially all of the Issuer’s or any Guarantor’s assets, as applicable; (4d) add to provide for any Subsidiary Guarantor additional Pledgors or any Subsidiary Guarantee or for the release any Subsidiary Guarantor from any Subsidiary Guarantee as provided or permitted by of a Pledgor’s pledge under the terms of Security Documents in compliance with the IndentureSecurity Documents, this Indenture and the Notes; (5e) provide for the issuance of Additional Notes (including PIK Notes) in accordance with the limitations set forth in the Indenture; (6) to add additional Collateral collateral to secure the Notes or any Subsidiary Note Guarantee; (7f) effect to make any change that would provide any additional rights or benefits to the holders of Notes or that does not adversely affect the legal rights under this Indenture in a manner necessary of any such holder; (g) to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying order to effect or maintain the qualification of this Indenture or maintaining its qualification under the TIA; or (10h) make to allow any other change that would provide additional rights or benefits Guarantor to execute a supplemental indenture and/or a Note Guarantee with respect to the Holders Notes. 9.2.2 After an amendment under this Section 9.2 becomes effective, the Issuer shall mail to holders of Notes a notice briefly describing such amendment. The failure to give such notice to all holders of Notes, or that does any defect therein, will not adversely impair or affect the rights validity of any Holderan amendment under this Section 9.2.

Amendments Without Consent of Holders. (a) The Company Issuer and the Trustee may amend or supplement the Indenture Indenture, the Notes, or any the Security Documents Agreements without notice to or the consent of any Holder, toNoteholder: (1) to cure any ambiguity, omission, defect or inconsistency in the Indenture, Indenture or the Notes or any Security DocumentNotes; (2) to comply with Section 5.01Article 5; (3) to comply with any requirements of the Commission in connection with any required qualification of the Indenture under the Trust Indenture Act; (4) to evidence and provide for the acceptance of an appointment hereunder by a successor Trusteetrustee; (45) add to provide for uncertificated Notes in addition to or in place of certificated Notes, provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Notes are described in Section 163(f)(2)(B) of the Code; (6) to provide for any Subsidiary Guarantor Guarantee of the Notes, to secure the Notes or to confirm and evidence the release, termination or discharge of any Subsidiary Guarantee of or release any Subsidiary Guarantor from any Subsidiary Guarantee as provided Lien securing the Notes when such release, termination or discharge is permitted by the terms of the Indenture; (57) provide for to conform any provision of the issuance Indenture to the “Description of Additional Notes (including PIK Notes) in accordance with the limitations set forth ” contained in the Indenture; (6) add additional Collateral to secure the Notes or any Subsidiary Guarantee; (7) effect any change to this Indenture in a manner necessary to comply with the procedures of DTC; (8) permit Permitted Priority Secured Indebtedness (including permitting the Trustee to enter into any amendments Offering Memorandum dated April 16, 2009 relating to the Security Documents or the Indenture and take any other action necessary to permit the creation and registration of Liens on the Collateral to secure Permitted Priority Secured Indebtedness, in accordance with the Indenture); (9) to comply with any requirements of the U.S. Securities and Exchange Commission in connection with qualifying the Indenture or maintaining its qualification under the TIANotes; or (10) 8) to make any other change that would provide additional rights or benefits to the Holders or that does not materially and adversely affect the rights of any Holder. In addition, the Collateral Agent and the Trustee are authorized to amend the Security Agreements to comply with the provisions thereof and to add additional secured parties to the extent Liens securing Obligations held by such parties are permitted under the Indenture and that after so securing any such additional secured parties, the amount of First-Priority Lien Obligations and Second-Priority Lien Obligations does not exceed the maximum amount set forth under the definition of “Permitted Liens.”