Common use of Meetings of Holders; Modification and Waiver Clause in Contracts

Meetings of Holders; Modification and Waiver. (a) Modifications and amendments to this Agreement or to the Conditions, insofar as such modifications or amendments affect the rights, powers, duties or obligations of the holders of the Notes, may be made, and future compliance with or past default by the Company under any of the provisions hereof or thereof may be waived by the holders of the Notes, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of the holders of the Notes held in accordance with the provisions set forth herein, to be held at such time and at such place as the Company shall determine; provided that no such modification, amendment or waiver may, without the consent of the holder of each Note affected thereby, (i) waive a default in the payment of the principal of or interest (including Additional Amounts, if any) on any such Note, or change the stated maturity of the principal of or any instalment of interest on any such Note; (ii) reduce the principal amount of or the rate of interest (including Additional Amounts, if any) on any such Note or change the obligation of the Company to pay Additional Amounts with respect to such Note; (iii) change the currency of payment of principal of or interest on any such Note; (iv) impair the right to institute suit for the enforcement of any such payment on or with respect to any such Note; (v) reduce the percentage of aggregate principal amount of Notes outstanding necessary to modify or amend this Agreement or the Conditions or reduce the percentage of votes required for the adoption of any action at a meeting of holders of Notes; or (vi) modify the obligation of the Company to maintain an office or agency outside the United States for the purposes specified herein. Any modifications, amendments or waivers to the Fiscal Agency Agreement or to the Conditions will be conclusive and binding on all holders of the Notes, whether or not they have given such consent or were present at such meeting, and on all holders of Coupons, whether or not notation of such modifications, amendments or waivers is made upon the Notes or Coupons, and on all future holders of Notes and Coupons. Any instrument given by or on behalf of any holder of a Note or Coupon in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent holders of such Note.

Meetings of Holders; Modification and Waiver. (a) Modifications and amendments to this Agreement or to the Conditions, insofar as such modifications or amendments affect the rights, powers, duties or obligations of the holders of the Notes, may be made, and future compliance with or past default by the Company under any of the provisions hereof or thereof may be waived by the holders of the Notes, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of the holders of the Notes held in accordance with the provisions set forth herein, to be held at such time and at such place as the Company shall determine; provided that no such modification, amendment or waiver may, without the consent of the holder of each Note affected thereby, (i) waive a default in the payment of the principal of or interest (including Additional Amounts, if any) on any such Note, or change the stated maturity of the principal of or any instalment of interest on any such Note; (ii) reduce the principal amount of or the rate of interest (including Additional Amounts, if any) on any such Note or change the obligation of the Company to pay Additional Amounts with respect to such Note; (iii) change the currency of payment of principal of or interest on any such Note; (iv) impair the right to institute suit for the enforcement of any such payment on or with respect to any such Note; (v) reduce the percentage of aggregate principal amount of Notes outstanding necessary to modify or amend this Agreement or the Conditions or reduce the percentage of votes required for the adoption of any action at a meeting of holders of Notes; or (vi) modify the obligation of the Company to maintain an office or agency outside the United States for the purposes specified herein. Any modifications, amendments or waivers to the Fiscal Agency Agreement or to the Conditions will be conclusive and binding on all Notice of any meeting of holders of the Notes, whether or not they have given setting forth the time and place of such consent or were present meeting and in general terms the action proposed to be taken at such meeting, and on all shall be given in accordance with Section 11 of the Conditions at least twice, the first publication to be not less than 20 nor more than 180 days prior to the date fixed for the meeting. To be entitled to vote at any meeting of holders of CouponsNotes, whether a person shall be (x) a holder of one or not notation more Notes (including the beneficial owners of such modifications, amendments interests in the Temporary Global Note) or waivers is made upon (y) a person appointed by an instrument in writing as proxy by the Notes holder of one or Coupons, and on all future more Notes. The only persons who shall be entitled to be present or to speak at any meeting of holders of Notes shall be the persons entitled to vote at such meeting and Coupons. Any instrument given by or on behalf their counsel and any representatives of any holder of a Note or Coupon in connection with any consent to any such modification, amendment or waiver will be irrevocable once given the Company and will be conclusive and binding on all subsequent holders of such Noteits counsel.

Meetings of Holders; Modification and Waiver. (a) Modifications and amendments to this Agreement or to the Conditions, insofar as such modifications or amendments affect the rights, powers, duties or obligations of the holders of the Notes2012 Notes or the 2020 Notes (as the case may be), may be made, and future compliance with or past default by the Company under any of the provisions hereof or thereof as its relates to such Notes may be waived by the holders of the Notes2012 Notes and the 2020 Notes (as the case may be), with the consent of the holders of at least a majority in aggregate principal amount of either of the 2012 Notes or the 2020 Notes (as the case may be) at the time outstanding, or of such lesser percentage as may act at a meeting of the holders of the 2012 Notes or the 2020 Notes (as the case may be) held in accordance with the provisions set forth herein, to be held at such time and at such place as the Company shall determine; provided that no such modification, amendment or waiver may, without the consent of the holder of each 2012 Note or 2020 Note (as the case may be) affected thereby, (i) waive a default in the payment of the principal of or interest (including Additional Amounts, if any) on any such Note, or change the stated maturity of the principal of or any instalment of interest on any such Note; (ii) reduce the principal amount of or the rate of interest (including Additional Amounts, if any) on any such Note or change the obligation of the Company to pay Additional Amounts with respect to such Note; (iii) change the currency of payment of principal of or interest on any such Note; (iv) impair the right to institute suit for the enforcement of any such payment on or with respect to any such Note; (v) reduce the percentage of aggregate principal amount of Notes outstanding necessary to modify or amend this Agreement as it relates to such Note or to modify or amend the Conditions of such Note or reduce the percentage of votes required for the adoption of any action at a meeting of holders of such Notes; or (vi) modify the obligation of the Company to maintain an office or agency outside the United States for the purposes specified herein. Any modifications, amendments or waivers to the Fiscal Agency this Agreement or to the Conditions will be conclusive and binding on all holders of the Notes2012 Notes and/or the 2020 Notes (as the case may be), whether or not they have given such consent or were present at such meeting, and on all holders of the related Coupons, whether or not notation of such modifications, amendments or waivers is made upon the such Notes or Coupons, and on all future holders of such Notes and Coupons. For the avoidance of doubt, if any modification, amendment or waiver of this Agreement or the relevant Conditions will only affect the 2012 Notes or the 2020 Notes (as the case may be), only the consent of the holders of the then outstanding 2012 Notes or 2020 Notes (as the case may be), and not the consent of both the holders of 2012 Notes and the holders of 2020 Notes, shall be required in accordance with this Section 14. Any instrument given by or on behalf of any holder of a Note or Coupon in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent holders of such Note.

Meetings of Holders; Modification and Waiver. (a) Modifications and amendments to this The Agency Agreement or to the Conditions, insofar as such modifications or amendments affect the rights, powers, duties or obligations contains provisions for convening meetings of the holders Holders to consider any matter affecting their interests, including approving by Extraordinary Resolution (as defined in the Agency Agreement) a modification of the Notes, the Receipts, the Coupons, or certain provisions of the Agency Agreement. Such a meeting may be made, and future compliance with or past default convened by the Company under any of Issuer, the provisions hereof Guarantor, or thereof may be waived by the holders of the Notes, with the consent of the holders of at least a majority Holders holding not less than 33.00 per cent. in aggregate principal amount of the Notes of the relevant Series that at such time remain outstanding. The quorum at any such meeting for passing an Extraordinary Resolution is one or more persons holding or representing a clear majority in principal amount of the Notes of the relevant Series that at such time remain outstanding, or of such lesser percentage as may act at a any adjourned meeting of the holders of the Notes held in accordance with the provisions set forth herein, to be held at such time and at such place as the Company shall determine; provided that no such modification, amendment one or waiver may, without the consent of the holder of each Note affected thereby, (i) waive a default in the payment of the principal of more persons being or interest (including Additional Amounts, if any) on any such Note, or change the stated maturity of the principal of or any instalment of interest on any such Note; (ii) reduce representing Holders whatever the principal amount of the Notes so held or represented, except that at any meeting the business of which includes the modification of certain provisions of the Notes, Receipts, or Coupons (including modifying the date of maturity of the Notes or any date for payment of interest thereon, reducing or canceling the amount of principal or the rate of interest (including Additional Amounts, if any) on any such Note or change the obligation payable in respect of the Company to pay Additional Amounts with respect to such Note; (iii) change Notes or altering the currency of payment of principal of the Notes, Receipts, or interest on Coupons), the necessary quorum for passing an Extraordinary Resolution will be one or more persons holding or representing not less than two-thirds, or at any adjourned such Note; (iv) impair the right to institute suit for the enforcement of any such payment on or with respect to any such Note; (v) reduce the percentage of aggregate meeting not less than one-third, in principal amount of the Notes outstanding necessary to modify or amend this Agreement or of the Conditions or reduce the percentage of votes required for the adoption of relevant Series that at such time remain outstanding. An Extraordinary Resolution passed at any action at a meeting of holders of Notes; or (vi) modify the obligation of the Company to maintain an office or agency outside the United States for the purposes specified herein. Any modifications, amendments or waivers to the Fiscal Agency Agreement or to the Conditions will Holders shall be conclusive and binding on all holders of the NotesHolders, whether or not they have given such consent or were are present at such the meeting, and on all holders Receiptholders and Couponholders. Without the consent of Couponsthe Holders, whether Receiptholders, or not notation of such modificationsCouponholders, amendments or waivers is made upon the Notes or CouponsAgent, the Issuer, and on all future holders the Guarantor may agree to modifications of Notes and Coupons. Any instrument given by or on behalf amendments to the Agency Agreement, the Notes, the Guarantee Agreement, the Receipts, or the Coupons for any of any holder of a Note or Coupon in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent holders of such Note.the following purposes: