Common use of Modification with Consent of Holders and the Policy Provider Clause in Contracts

Modification with Consent of Holders and the Policy Provider. With the consent of Holders of a majority of the Outstanding Principal Balance of the Class A Securities on the date of any vote of such Holders (voting as a single class), the Policy Provider and the Initial Credit Facility Provider and upon receipt of a Rating Agency Confirmation, the Issuer, when authorized by one or more Board Resolutions, may amend or modify this Indenture or the Securities; provided that (i) without the consent of the Guarantor and the Policy Provider, no such amendment may modify the provisions of this Indenture to the extent that such amendment could reasonably be expected to have a material adverse affect on the Guarantor and (ii) without the consent of the Policy Provider, each provider of an Eligible Credit Facility, the Guarantor and each Holder of any Securities, in each instance affected thereby, no such amendment may, except as otherwise provided in Section 3.11 hereof, modify the provisions of this Indenture or the Securities setting forth the frequency or the currency of payment of, the maturity of, or the method of calculation of the amount of, any interest, principal, Redemption Price or Policy Premium payable in respect of any subclass of Securities or to the Policy Provider, or reduce the percentage of the aggregate Outstanding Principal Balance of any subclass of Securities required to approve any amendment or waiver of this Section 9.01 or, except as otherwise provided in Section 3.09 hereof, alter the manner or priority of payment of such subclass of Securities (each, a "Basic Terms Modification"). It shall not be necessary for the consent of the Holders under this Section 9.01 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof; provided, however, that it shall be necessary for the Policy Provider to approve the particular form of any proposed amendment or waiver (such approval not to be unreasonably withheld). Any such modification approved by the required Holders of any class or subclass of Securities will be binding on the Holders of the relevant class or subclass of Securities and each party to this Indenture. The Issuer shall give the Policy Provider, each provider of an Eligible Credit Facility and each Rating Agency prior notice of any amendment under this Section 9.01 and any amendments of the constitutive documents by the Issuer or any ACS Group Subsidiaries, and, after an amendment under this Section 9.01 becomes effective, the Issuer shall mail to the Holders, the Policy Provider, each provider of an Eligible Credit Facility and the Rating Agencies a notice briefly describing such amendment. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such amendment. After an amendment under this Section 9.01 becomes effective, it shall bind every Holder whether or not notation thereof is made on any Security held by such Holder.

Modification with Consent of Holders and the Policy Provider. With the consent of Holders of a majority of the Outstanding Principal Balance of the Class A Securities on the date of any vote of such Holders (voting as a single class), the Policy Provider and the Initial Credit Facility Provider and upon receipt of a Rating Agency Confirmation, the Issuer, when authorized by one or more Board Resolutions, may amend or modify this Indenture or the Securities; provided that (i) without the consent of the Guarantor and the Policy Provider, no such amendment may modify the provisions of this Indenture to the extent that such amendment could reasonably be expected to have a material adverse affect on the Guarantor and (ii) without the consent of the Policy Provider, each provider of an Eligible Credit Facility, the Guarantor and each Holder of any Securities, in each instance affected thereby, no such amendment may, except as otherwise provided in Section 3.11 hereof, modify the provisions of this Indenture or the Securities setting forth the frequency or the currency of payment of, the maturity of, or the method of calculation of the amount of, any interest, principal, Redemption Price or Policy Premium payable in respect of any subclass of Securities or to the Policy Provider, or reduce the percentage of the aggregate Outstanding Principal Balance of any subclass of Securities required to approve any amendment or waiver of this Section 9.01 or, except as otherwise provided in Section 3.09 hereof, alter the manner or priority of payment of such subclass of Securities (each, a "“Basic Terms Modification"”). It shall not be necessary for the consent of the Holders under this Section 9.01 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof; provided, however, that it shall be necessary for the Policy Provider to approve the particular form of any proposed amendment or waiver (such approval not to be unreasonably withheld). Any such modification approved by the required Holders of any class or subclass of Securities will be binding on the Holders of the relevant class or subclass of Securities and each party to this Indenture. The Issuer shall give the Policy Provider, each provider of an Eligible Credit Facility and each Rating Agency prior notice of any amendment under this Section 9.01 and any amendments of the constitutive documents by the Issuer or any ACS Group Subsidiaries, and, after an amendment under this Section 9.01 becomes effective, the Issuer shall mail to the Holders, the Policy Provider, each provider of an Eligible Credit Facility and the Rating Agencies a notice briefly describing such amendment. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such amendment. After an amendment under this Section 9.01 becomes effective, it shall bind every Holder whether or not notation thereof is made on any Security held by such Holder.

Modification with Consent of Holders and the Policy Provider. With the consent of Holders of a majority of the Outstanding Principal Balance of the Class A Securities on the date of any vote of such Holders (voting as a single class), the Policy Provider and the Initial Credit Facility Provider and upon receipt of a Rating Agency Confirmation, the Issuer, when authorized by one or more Board Resolutions, may amend or modify this Indenture or the Securities; provided that (i) without the consent of the Guarantor and the Policy Provider, no such amendment may modify the provisions of this Indenture to the extent that such amendment could reasonably be expected to have a material adverse affect on the Guarantor and (ii) without the consent of the Policy Provider, each provider of an Eligible Credit Facility, the Guarantor and each Holder of any Securities, in each instance affected thereby, no such amendment may, except as otherwise provided in Section 3.11 hereof, modify the provisions of this Indenture or the Securities setting forth the frequency or the currency of payment of, the maturity of, or the method of calculation of the amount of, any interest, principal, Redemption Price or Policy Premium payable in respect of any subclass of Securities or to the Policy Provider, or reduce the percentage of the aggregate Outstanding Principal Balance of any subclass of Securities required to approve any amendment or waiver of this Section 9.01 or, except as otherwise provided in Section 3.09 hereof, alter the manner or priority of payment of such subclass of Securities (each, a "“Basic Terms Modification"”). It shall not be necessary for the consent of the Holders under this Section 9.01 to approve the particular form of any proposed amendment or waiver, but it shall be sufficient if such consent approves the substance thereof; provided, however, that it shall be necessary for the Policy Provider to approve the particular form of any proposed amendment or waiver (such approval not to be unreasonably withheld). Any such modification approved by the required Holders of any class or subclass of Securities will be binding on the Holders of the relevant class or subclass of Securities and each party to this Indenture. The Issuer shall give the Policy Provider, each provider of an Eligible Credit Facility and each Rating Agency prior notice of any amendment under this Section 9.01 and any amendments of the constitutive documents by the Issuer or any ACS Group Subsidiaries, and, 143 after an amendment under this Section 9.01 becomes effective, the Issuer shall mail to the Holders, the Policy Provider, each provider of an Eligible Credit Facility and the Rating Agencies a notice briefly describing such amendment. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such amendment. After an amendment under this Section 9.01 becomes effective, it shall bind every Holder whether or not notation thereof is made on any Security held by such Holder.