Common use of Modification and Enforcement of Certain Agreements Clause in Contracts

Modification and Enforcement of Certain Agreements. (a) At any time that the Leverage Ratio equals or exceeds 6.00:1.00, the U.S. Borrower shall not, and shall not permit any of its Subsidiaries to, alter, amend, modify, rescind, terminate, supplement or waive any of their respective rights under, or fail to comply in all material respects with, any of its material Contractual Obligations (other than the Governing Senior Note Indenture) except any of the foregoing which do not materially adversely affect (i) the U.S. Borrower’s ability to repay the Obligations when due or (ii) in the U.S. Borrower’s reasonable estimation, the ability to comply with the Applicable Covenants set forth in Sections 9.01 through 9.03, inclusive, and Section 9.04(b). (b) At any time that the Leverage Ratio equals or exceeds 6.00:1.00, the U.S. Borrower shall not, and shall not permit any of its Subsidiaries to, amend or modify, or permit the amendment or modification of, any provision of any Management Agreement or Operating Lease, other than any amendment or modification thereto which would not violate this Agreement and the other Credit Documents and so long as the same do not materially adversely affect (i) the U.S. Borrower’s ability to repay the Obligations when due or (ii) in the U.S. Borrower’s reasonable estimation, the ability to comply with the Applicable Covenants contained in Sections 9.01 through 9.03, inclusive, and Section 9.04(b).