Common use of Modifications and Amendments With Consent of Noteholders Clause in Contracts

Modifications and Amendments With Consent of Noteholders. With the consent (evidenced as provided in Section 1.4 of the Original Indenture or in accordance with the procedures of the Depositary) of the holders of at least a majority of Outstanding principal amount of the Notes (determined in accordance with Section 1.4 of the Original Indenture and including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by a Board Resolution and the Trustee, at the Company’s expense, may from time to time enter into an indenture, supplemental indenture or amendment to this Supplemental Indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Supplemental Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided, however, that in addition to the matters described in the proviso to Section 9.2 of the Original Indenture, with respect to the Notes, no such amendment shall, without the consent of each Noteholder affected hereby: (a) make any change that impairs or adversely affects the conversion rights of any Notes; (b) reduce any amount payable upon repurchase of any Note (including the Fundamental Repurchase Price) or change the time at which or circumstances under which the Notes may or shall be repurchased; or (c) reduce the Fundamental Change Repurchase Price of any Note or amend or modify in any manner adverse to the holders of the Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; or (d) change the ranking of the Notes within the Company’s Indebtedness; or (e) impair the right of a Noteholder of the Notes to receive payment of principal of and interest on such Noteholder’s Notes on or after the due dates therefor; or (f) modify any of the provisions of this Section which require each Noteholder’s consent or provision in the Indenture that require waiver by the Noteholders.

Modifications and Amendments With Consent of Noteholders. With the consent (evidenced as provided in Section 1.4 8.01 of the Original Indenture or in accordance with the procedures of the DepositaryIndenture) of the holders of at least a majority of Outstanding in aggregate principal amount of the Notes at the time Outstanding (determined in accordance with Section 1.4 Article 8 of the Original Indenture and including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by a Board Resolution and the Trustee, at the Company’s expense, may from time to time enter into an indenture, supplemental indenture or amendment to this First Supplemental Indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this First Supplemental Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided, however, that in addition to the matters described in the proviso to Section 9.2 9.02 of the Original Indenture, with respect to the Notes, no such amendment shall, without the consent of each Noteholder affected hereby: (a) make any change that impairs or adversely affects the conversion rights of any Notes; (b) modify the redemption or repurchase provisions contained in Article 9 and Article 10, respectively, in a manner adverse to the Noteholders; (c) reduce any amount payable upon redemption or repurchase of any Note (including the Fundamental Repurchase Price, the Repurchase Price and the Redemption Price) or change the time at which or circumstances under which the Notes may or shall be redeemed or repurchased; or (cd) reduce the Fundamental Change Repurchase Price, Repurchase Price or Redemption Price of any Note or amend or modify in any manner adverse to the holders of the Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; or (d) change . It shall not be necessary for the ranking consent of the Notes within the Company’s Indebtedness; or (e) impair the right of a Noteholder of the Notes to receive payment of principal of and interest on such Noteholder’s Notes on or after the due dates therefor; or (f) modify any of the provisions of Noteholders under this Section which require each Noteholder’s 6.02 to approve the particular form of any proposed indenture, supplemental indenture or amendment to this First Supplemental Indenture, but it shall be sufficient if such consent shall approve the substance thereof. After an indenture, supplemental indenture or provision amendment under this First Supplemental Indenture becomes effective, the Company shall send to the holders a notice briefly describing such indenture, supplemental indenture or amendment, as applicable. However, the failure to give such notice to all the holders, or any defect in the Indenture that require waiver by notice, will not impair or affect the Noteholdersvalidity of such indenture, supplemental indenture or amendment.

Modifications and Amendments With Consent of Noteholders. With the consent (evidenced as provided in Section 1.4 of the Original Indenture or in accordance with the procedures of the Depositary) of the holders of at least a majority of Outstanding principal amount of the Notes (determined in accordance with Section 1.4 of the Original Indenture and including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by a Board Resolution and the Trustee, at the Company’s expense, may from time to time enter into an indenture, supplemental indenture or amendment to this Supplemental Indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Supplemental Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; providedprovided , however, that in addition to the matters described in the proviso to Section 9.2 of the Original Indenture, with respect to the Notes, no such amendment shall, without the consent of each Noteholder affected hereby: (a) make any change that impairs or adversely affects the conversion rights of any Notes; (b) reduce any amount payable upon repurchase of any Note (including the Fundamental Repurchase Price) or change the time at which or circumstances under which the Notes may or shall be repurchased; or (c) reduce the Fundamental Change Repurchase Price of any Note or amend or modify in any manner adverse to the holders of the Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; or (d) change the ranking of the Notes within the Company’s Indebtedness; or (e) impair the right of a Noteholder of the Notes to receive payment of principal of and interest on such Noteholder’s Notes on or after the due dates therefor; or (f) modify any of the provisions of this Section which require each Noteholder’s consent or provision in the Indenture that require waiver by the Noteholders.

Modifications and Amendments With Consent of Noteholders. With the consent (evidenced as provided in Section 1.4 8.01 of the Original Indenture or in accordance with the procedures of the Depositary) of the holders of at least a majority of Outstanding principal amount of the Notes (determined in accordance with Section 1.4 Article 8 of the Original Indenture and including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by a Board Resolution and the Trustee, at the Company’s expense, may from time to time enter into an indenture, supplemental indenture or amendment to this Supplemental Indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Supplemental Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided, however, that in addition to the matters described in the proviso to Section 9.2 9.02 of the Original Indenture, with respect to the Notes, no such amendment shall, without the consent of each Noteholder affected hereby: (a) make any change that impairs or adversely affects the conversion rights of any Notes; (b) reduce any amount payable upon redemption or repurchase of any Note (including the Fundamental Repurchase Price, the Repurchase Price and the Redemption Price) or change the time at which or circumstances under which the Notes may or shall be redeemed or repurchased; or (c) reduce the Fundamental Change Repurchase Price, Repurchase Price or Redemption Price of any Note or amend or modify in any manner adverse to the holders of the Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; or (d) change the ranking of the Notes within the Company’s Indebtedness; or (e) impair the right of a Noteholder of the Notes to receive payment of principal of and interest on such Noteholder’s Notes on or after the due dates therefor; or (f) modify any of the provisions of this Section which require each Noteholder’s consent or provision in the Indenture that require waiver by the Noteholders.