Consents Amendments and Override. 1Required consents This Agreement may be amended or waived only with the consent of each Party; provided, that the Glovis Countess Agent (for itself and on behalf of the Glovis Countess Creditors who hereby authorizes the Glovis Countess Agent) and the Green Bay Agent (for itself and on behalf of the Green Bay Creditors who hereby authorize the Green Bay Agent) may enter into an amendment, supplement, termination or other modification of this Agreement without the consent of the Obligors, so long as such amendment, supplement, termination or other modification does not impose any duty or responsibility on the Obligors that materially adversely affects them.
Consents Amendments and Override. 1Required consents This Agreement may be amended or waived only with the consent of the Agent, the Senior Lenders, the Hedge Counterparties and the Security Agent.
Consents Amendments and Override. 25.1 Required consents
(a) Subject to paragraph (b) below, Clause 25.4 (Exceptions), and Clause 25.5 (Disenfranchisement of Sponsor Affiliates), this Agreement may be amended and/or waived only with the consent of the Security Agent, the Company and the Agent and/or Bondholders Agent (acting in accordance with the terms of the Senior Facilities Agreement or any Bond Documents), provided that, to the extent that an amendment, waiver or consent only affects one class (including, for the avoidance of any doubt, any sub-class) of Creditors, and such amendment, waiver or consent could not reasonably be expected to materially and adversely affect the interests of the other classes of Creditors, only written agreement from the Agent and/or Bondholders Agent acting on behalf of the affected Creditor class (or sub-class).
(b) Subject paragraphs (c) to (e) below and Clause 11 (Non-Distressed Disposals), an amendment or waiver that has the effect of changing or which relates to:
(i) Clause 9 (Redistribution), Clause 10 (Enforcement of Transaction Security) Clause 16 (Application of Proceeds) or this Clause 25 (Consents, amendments and override);
(ii) paragraphs (d)(iii), (e) and (f) of Clause 18.4 (Instructions) or Clause 10.2 (Enforcement Instructions);
(iii) the order of priority or subordination under this Agreement (other than where consequential to a structural adjustment contemplated in the Senior Facilities Agreement and/or the Bond Terms);
(iv) Clause 8 (Turnover of receipts) or Clause 17 (Equalisation), shall not be made without the consent of:
(A) the Agent;
(B) the Bondholders’ Agent;
(C) the Senior Lenders (or the relevant class of Senior Lenders, as provided under paragraph (c) of clause 35.3 (Other exceptions) of the Senior Facilities Agreement) and/or the substantially equivalent provision under the Bond Terms ;
(D) each Cash Management Provider which is party to this Agreement (but only to the extent that such amendment or waiver would materially and adversely affect the rights and obligations of that Cash Management Provider under this Agreement);
(E) each Hedge Counterparty (but only to the extent that such amendment or waiver would materially and adversely affect the rights and obligations of that Hedge Counterparty under this Agreement);
(F) the Security Agent; and
(G) the Company.
(c) Notwithstanding anything to the contrary in this Agreement or any other Debt Document, any Party may irrevocably unilaterally waive, relinquish, or otherwise releas...
Consents Amendments and Override. 25.1 Required consents
(a) Subject to paragraphs (b) to (f) below, Clause 25.2 (Amendments and Waivers: Security Documents) and Clause 25.4 (Exceptions), this Agreement and/or a Security Document may be amended or waived only with the written consent of:
(i) if the relevant amendment or waiver (the “Proposed Amendment”) is prohibited by the Revolving Facilities Agreement, the Revolving Agent (acting on the instructions of the Majority Revolving Lenders);
(ii) if the Proposed Amendment is prohibited by the Senior Debt Documents, the relevant Senior Agent (acting on the instructions of the requisite Senior Secured Creditors) or, in respect of any Senior Notes that have been issued, the Senior Notes Trustee;
(iii) if the Proposed Amendment is prohibited by the Second Lien Debt Documents, the relevant Second Lien Agent (acting on the instructions of the requisite Second Lien Secured Creditors) or, in respect of any Permitted Second Lien Financing Debt constitutes by notes, the Second Lien Notes Trustee in respect thereof;
(iv) if any Senior Parent Notes have been issued and the Proposed Amendment is prohibited by the terms of the relevant Senior Parent Notes Indenture, the Senior Parent Notes Trustee;
(v) if any Permitted Parent Financing Debt has been incurred and the Proposed Amendment is prohibited by the terms of the relevant Permitted Parent Financing Agreement, the Senior Parent Creditor Representative in respect of that Permitted Parent Financing Debt (if applicable, acting on the instructions of the Majority Permitted Parent Financing Creditors);
(vi) if a Hedge Counterparty is providing hedging to a Debtor under a Hedging Agreement, that Hedge Counterparty (in each case only to the extent that the relevant amendment or waiver adversely affects the continuing rights and/or obligations of that Hedge Counterparty and is an amendment or waiver which is expressed to require the consent of that Hedge Counterparty under the applicable Hedging Agreement, as notified by the Parent to the Security Agent at the time of the relevant amendment or waiver);
(vii) if an Operating Facility Lender is providing one or more facility to a Debtor under an Operating Facility Document, that Operating Facility Lender (in each case only to the extent that the relevant amendment or waiver adversely affects the continuing rights and/or obligations of that Operating Facility Lender and is an amendment or waiver which is expressed to require the consent of that Operating Facility ...
Consents Amendments and Override
