Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 or 20.
Appears in 5 contracts
Sources: Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.)
Requirements. This Agreement Agreement, each Subsidiary Guaranty and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Make‑Whole Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 17, 20, 22.9 or 2022.10.
Appears in 5 contracts
Sources: Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 20 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 16 or 2019 hereof.
Appears in 5 contracts
Sources: Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1any of Sections l, 2, 3, 4, 5, 6 or 21 hereofand 21, or any defined term (as it is used therein), will be effective as to any a Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 14.2, 17 or and 20.
Appears in 5 contracts
Sources: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co)
Requirements. This Agreement and the Notes Bonds may be amended, and the observance of any term hereof or of the Notes Bonds may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 6, or 21 19 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Bonds unless consented to by such Purchaser holder of Bonds in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Bonds at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 the Indenture relating to acceleration or rescissionacceleration, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the NotesBonds, (iiB) change the percentage of the principal amount of the Notes Bonds the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a)14, 11(b), 12, 17 or 2018.
Appears in 4 contracts
Sources: Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.)
Requirements. This Agreement Agreement, the Notes and the Notes Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 4 contracts
Sources: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.)
Requirements. This Agreement Agreement, the Notes and the Notes Pledge Agreement may be amended, and the observance of any term hereof or of the Notes or the Pledge Agreement may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 5 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 11 relating to acceleration or rescission, change the amount or time of any payment or prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Whole Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a7 and Sections 10(a), 11(b10(b), 12, 17 11 or 2016.
Appears in 4 contracts
Sources: Mezzanine Note Agreement (Aimco OP L.P.), Mezzanine Note Agreement (Aimco Properties L.P.), Mezzanine Note Agreement (Aimco OP L.P.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 4 contracts
Sources: Note Purchase Agreement (Sovran Self Storage Inc), Note Purchase Agreement (Sovran Acquisition LTD Partnership), Note Purchase Agreement (Sovran Self Storage Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 4 contracts
Sources: Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes or any Subsidiary Guarantee may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount or Modified Make-Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 13, 18, 21 or 2023.9.
Appears in 4 contracts
Sources: Note Purchase Agreement (Agnico Eagle Mines LTD), Note Purchase Agreement (Agnico Eagle Mines LTD), Note Purchase Agreement (Agnico Eagle Mines LTD)
Requirements. This Agreement Agreement, the Notes and the Notes Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company (and the Subsidiary Guarantors, in the case of the Subsidiary Guaranty) and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 4 contracts
Sources: Master Note Purchase Agreement (Polaris Inc.), Master Note Purchase Agreement (Polaris Industries Inc/Mn), Note Purchase Agreement (Tetra Technologies Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount or Floating Rate Prepayment Amount and the LIBOR Breakage Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 3 contracts
Sources: Note Purchase Agreement (Kayne Anderson Energy Total Return Fund, Inc.), Note Purchase Agreement (Kayne Anderson MLP Investment CO), Note Purchase Agreement (Kayne Anderson MLP Investment CO)
Requirements. This Agreement and the Notes Bonds may be amended, and the observance of any term hereof or of the Notes Bonds may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 19 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Bonds unless consented to by such Purchaser holder of Bonds in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Bonds at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 the Indenture relating to acceleration or rescissionacceleration, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the NotesBonds, (iiB) change the percentage of the principal amount of the Notes Bonds the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 14 or 2018.
Appears in 3 contracts
Sources: Bond Purchase Agreement (Aqua America Inc), Bond Purchase Agreement (Aqua America Inc), Bond Purchase Agreement (Aqua America Inc)
Requirements. This Agreement Agreement, the Notes and the Notes Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 3 contracts
Sources: Note Purchase Agreement (Energizer Holdings Inc), Note Purchase Agreement (Energizer Holdings Inc), Note Purchase Agreement (Energizer Holdings Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company each Obligor and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 11 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a10(a), 11(b)11, 12, 17 18, 21 or 2023.9, or (iv) release all or substantially all of the Unconditional Guarantee.
Appears in 3 contracts
Sources: Note Purchase Agreement (Luxfer Holdings PLC), Note Purchase Agreement (Luxfer Holdings PLC), Note Purchase Agreement (Luxfer Holdings PLC)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount or Modified Make-Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 13, 18, 21 or 2023.9.
Appears in 3 contracts
Sources: Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.), Note Purchase Agreement (Yamana Gold Inc)
Requirements. This Agreement Agreement, the Notes and the Notes other Financing Documents may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that that
(a) no amendment or waiver of any of the provisions of Section any of Sections 1, 2, 3, 4, 5, 6 or 21 hereof6,15.2 and 22, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and and
(b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiverwaiver hereunder or under any of the Financing Documents, (iii) release any of the Collateral and/or the Pledged Stock Collateral except as expressly provided for in the Security Agreements, the Pledge Agreements or lntercreditor Agreement, (iv) change the Collateral Agent or (iiiv) amend any of Section 8Sections 8,12,13,18, 11(a), 11(b), 12, 17 or 2021 and 23.
Appears in 3 contracts
Sources: Note Purchase Agreement (Hampshire Group LTD), Note Purchase Agreement (Hampshire Group LTD), Note Purchase Agreement (Hampshire Group LTD)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company Issuer and the Required HoldersHolders and, solely with respect to Section 23, the Parent, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, waiver or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 17, 20 or 2023.
Appears in 3 contracts
Sources: Note Purchase Agreement (CoreSite Realty Corp), Note Purchase Agreement (CoreSite Realty Corp), Note Purchase Agreement (CoreSite Realty Corp)
Requirements. This Agreement and Agreement, the Notes and any Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes thereof may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 3 contracts
Sources: Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Cabot Oil & Gas Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser or holder of a Note unless consented to by such holder or Purchaser in writing, writing and (b) no such amendment or waiver may, without the written consent of each Purchaser or the Holder holder of each Note at the time outstanding affected thereby, (i1) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, waiver or (iii3) amend any of Section Sections 8, 11(a), 11(b), 12, 17 17, 20 or 2023.
Appears in 3 contracts
Sources: Note Purchase Agreement (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 or 20.
Appears in 3 contracts
Sources: Note Purchase Agreement (Ch Energy Group Inc), Note Purchase Agreement (Fuller H B Co), Note Purchase Agreement (Aptargroup Inc)
Requirements. (a) This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used thereinin any such Section), will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 3 contracts
Sources: Note Purchase Agreement (Stericycle Inc), Note Purchase Agreement (Stericycle Inc), Note Purchase Agreement (Stericycle Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company both Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 23 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Amount onWhole Amount, Swap Breakage Amount, Net Loss or Net Gain on or in respect of, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 13, 14, 19, 22, 25 or 2026.
Appears in 3 contracts
Sources: Note and Guarantee Agreement (Amcor PLC), Note and Guarantee Agreement (Amcor PLC), Note and Guarantee Agreement (Amcor PLC)
Requirements. This Agreement Agreement, the Notes and the Notes other Financing Agreements may be amended, and the observance of any term hereof or hereof, of the Notes or of any other Financing Agreement may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount or Modified Make-Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 13, 18, 21, 23 or 2024.9.
Appears in 3 contracts
Sources: Note Purchase Agreement (UTi WORLDWIDE INC), Note Purchase Agreement (UTi WORLDWIDE INC), Note Purchase Agreement (UTi WORLDWIDE INC)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 2021.
Appears in 3 contracts
Sources: Note Purchase Agreement (Vectren Utility Holdings Inc), Note Purchase Agreement (Vectren Utility Holdings Inc), Note Purchase Agreement (Vectren Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Company, the Parent and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount or Modified Make-Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 13, 18 or 2021.
Appears in 2 contracts
Sources: Note Purchase Agreement (Luxottica Group Spa), Note Purchase Agreement (Luxottica Group Spa)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holdersholder or holders of more than 50% in aggregate principal amount of the Notes at the time outstanding, except that (a) for so long as the Purchaser is a holder of a Note, no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 Sections 15.1(a) and 17 hereof, or any defined term (as it is used therein), will be effective as to any the Purchaser unless consented to by such the Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 11 relating to acceleration or rescissionacceleration, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(aSections 10(a), 11(b)10(b) or 11. Notwithstanding the foregoing, 12this Agreement may be amended by the Company, 17 or 20without the consent of any holder of any Note, to add any Subsidiary of the Company as a Subsidiary Guarantor under Section 18.11.
Appears in 2 contracts
Sources: Note Agreement (Primerica, Inc.), Note Agreement (Primerica, Inc.)
Requirements. This Agreement Agreement, the other Operative Agreements and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, . 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce change the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20; or (iv) alter the first priority lien status granted by the Security Documents.
Appears in 2 contracts
Sources: Note Purchase Agreement (Hewitt Holdings LLC), Note Purchase Agreement (Hewitt Holdings LLC)
Requirements. This Agreement Agreement, the Security Documents and the Notes may be amended, and the observance of any term hereof or of the Security Documents or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8Sections 9, 11(a12(a), 11(b12(b), 1213, 17 18 or 2021.
Appears in 2 contracts
Sources: Note Purchase Agreement (Canargo Energy Corp), Senior Secured Notes Agreement (Canargo Energy Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 17, 20 or 2023.5 (it being understood and agreed that any amendments or waivers with respect to Section 10.2 will only require the consent of the Required Holders).
Appears in 2 contracts
Sources: Note Purchase Agreement (Ecolab Inc), Note Purchase Agreement (Ecolab Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (b) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the Yield-Maintenance LIBOR Breakage Amount onand Prepayment Premium, if any, on the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company each Credit Party and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Stonemor Partners Lp), Note Purchase Agreement (Stonemor Partners Lp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of Whitestone REIT, the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase and Guaranty Agreement (Whitestone REIT), Note Purchase and Guaranty Agreement (Whitestone REIT)
Requirements. This Agreement Agreement, the Notes and the Notes Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Elkcorp), Note Purchase Agreement (Elkcorp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(all(a), 11(bll(b), 12, 17 or 20.. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Midstream/Energy Fund, Inc. Note Purchase Agreement
Appears in 2 contracts
Sources: Note Purchase Agreement (Kayne Anderson Midstream/Energy Fund, Inc.), Note Purchase Agreement (Kayne Anderson Midstream/Energy Fund, Inc.)
Requirements. (a) This Agreement Agreement, any Supplement and the Notes may be amended, and the observance of any term hereof hereof, of any Supplement or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a1) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, or 21 hereofor the corresponding provision of any Supplement, or any defined term (as it is used thereinin any such Section or such corresponding provision of any Supplement), will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, writing and (b2) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the Yieldapplicable Make-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, waiver or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Company, the Issuer and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used thereinin any such Section), will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (b) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a12(a), 11(b12(b), 1213, 17 18 or 2021, or (iv) reduce or alter the scope of the Guaranty by the Company of the obligations of the Issuer in respect of this Agreement and the Notes.
Appears in 2 contracts
Sources: Note Purchase Agreement (Evans Bob Farms Inc), Note Purchase Agreement (Evans Bob Farms Inc)
Requirements. This Agreement, the Notes, the Subsidiary Guaranty and each Subordination Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 22.1, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 14.3, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Enerplus Resources Fund), Note Purchase Agreement (Enerplus Resources Fund)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 2020 or (iv) release any Guarantor from the Guaranty Agreement (other than in compliance with Section 9.8(b)).
Appears in 2 contracts
Sources: Note Purchase Agreement (Woodward Governor Co), Note Purchase Agreement (Woodward Governor Co)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ MLP Investment Company Note Purchase Agreement without the written consent of the Holder of each Note at the time outstanding Appropriate Party affected thereby, thereby (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Agency Agreement (Kayne Anderson MLP Investment CO), Note Purchase Agreement (Kayne Anderson MLP Investment CO)
Requirements. This Agreement Agreement, the other Operative Agreements and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce change the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 9.6, 11(a), 11(b), 12, 17 or 20; or (iv) alter the first priority lien status granted by the Security Documents.
Appears in 2 contracts
Sources: Note Purchase Agreement (Hewitt Holdings LLC), Note Purchase Agreement (Hewitt Holdings LLC)
Requirements. This Agreement and the Notes and any other Finance Document may be amended, and the observance of any term hereof or of the Notes or of any other Finance Document may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co)
Requirements. This Agreement Agreement, the Notes, the Subsidiary Guaranty and the Notes Pledge Agreement may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Lincare Holdings Inc), Note Purchase Agreement (Lincare Holdings Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 23 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser Existing Noteholder unless consented to by such Purchaser Existing Noteholder in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the first sentence of Section 88.5), 11(a), 11(b), 12, 17 13, 14, 19, 22 or 2025.
Appears in 2 contracts
Sources: Note and Guarantee Agreement (Firstservice Corp), Note and Guarantee Agreement (Firstservice Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ;
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the Yield-Maintenance Amount on, the NotesPrepayment Settlement Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (CION Investment Corp), Note Purchase Agreement (CION Investment Corp)
Requirements. This Agreement Agreement, the Notes and the Notes other Financing Agreements may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yieldapplicable Make-Maintenance Whole Amount or Protective Claim Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 13, 18, 21 or 2023.10, or (iv) amend any provision of the Subordination Agreement, the Trust Guarantee, a Subsidiary Guarantee or any Lien granted to the holders of Notes pursuant to Section 9.13 or otherwise.
Appears in 2 contracts
Sources: Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Issuer and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Us Geothermal Inc), Note Purchase Agreement (Us Geothermal Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, hereof or any defined term (as it is used therein), ) will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Miller Herman Inc), Note Purchase Agreement (Miller Herman Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest on the Notes or of the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected therebythereby (or, if prior to the Closing, each Purchaser), (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Madison Gas & Electric Co), Note Purchase Agreement (Madison Gas & Electric Co)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required HoldersMajority Holders and, prior to the earlier of the Second Closing Date and the date the Purchasers have no further obligation to purchase Notes hereunder, a majority (by principal amount of their intended purchase hereunder) of the Purchasers in respect of any Notes which have not been issued at such time except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof21, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate of interest or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Ametek Inc/), Note Purchase Agreement (Ametek Inc/)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein)in any such Section, will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Proquest Co), Note Purchase Agreement (Proquest Co)
Requirements. This Agreement Agreement, the Notes and the Notes other Note Documents may be amended, and the observance of any term hereof or thereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company each Obligor and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1SECTIONS 2.01, 24.01, 3, 4, 5, 6 or 21 4.02 OR 9.07 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser Holder unless consented to by such Purchaser Holder in writing, and (b) no such amendment or waiver may, without the written consent of the Holder of each Note at the time outstanding all Holders affected thereby, (i) subject to the provisions of Section 12 SECTION 8.02 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(aSECTIONS 8.01(a), 11(b8.01(b), 128.02, 17 9.03 OR 9.06. Any amendment, modification, termination, waiver or 20consent with respect to any of the following provisions of this Agreement shall be effective only by a written agreement, signed by each Holder:
(i) release of any Guarantor of the Obligations or all or a substantial portion of the Collateral (except as provided in SECTION 3.08),
(ii) waiver of any Event of Default described in SECTION 8.01.
Appears in 2 contracts
Sources: Note and Stock Purchase Agreement (Aps Healthcare Inc), Note and Stock Purchase Agreement (Aps Healthcare Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company Obligors and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 18 or 2021.
Appears in 2 contracts
Sources: Note and Guaranty Agreement (Oaktree Capital Group, LLC), Note and Guaranty Agreement (Oaktree Capital Group, LLC)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Majority Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof21, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate of interest or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Whole Amount on, or the NotesSwap Reimbursement Amount, (ii) change the percentage of (A) the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver or (B) the principal amount of the Notes that the Purchasers are to purchase pursuant to Section 2 upon the satisfaction of the conditions to each Closing that appear in Section 4 which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 17, 20, 22.7 or 2022.8.
Appears in 2 contracts
Sources: Note Purchase Agreement (Ametek Inc/), Note Purchase Agreement (Ametek Inc/)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser Noteholder unless consented to by such Purchaser Noteholder in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 or 2020 or (iv) give to any Note any preference over any other Note.
Appears in 2 contracts
Sources: Note Agreement (Stepan Co), Note Agreement (Stepan Co)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Alabama Gas Corp), Note Purchase Agreement (Alabama Gas Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Unitil Corp), Note Purchase Agreement (Unitil Corp)
Requirements. This Agreement Agreement, the Notes and the Notes other Financing Agreements may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 6, 13, 22 or 21 24 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Yield Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 13, 18, 21 or 2024 hereof.
Appears in 2 contracts
Sources: Third Amended and Restated Note Purchase and Shelf Agreement (Nn Inc), Second Amended and Restated Note Purchase and Shelf Agreement (Nn Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes thereof may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Patterson Uti Energy Inc), Note Purchase Agreement (Patterson Uti Energy Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company Constituent Companies and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i1) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (i) interest on the Notes or of (ii) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 18 or 2021.
Appears in 2 contracts
Sources: Note and Guaranty Agreement (Americold Realty Trust), Note and Guaranty Agreement (Americold Realty Trust)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 or 20. The Subsidiary Guaranty and the Intercreditor Agreement may be amended, and the observance of any term thereof may be waived, in accordance with the terms thereof.
Appears in 2 contracts
Sources: Note Purchase Agreement (Modine Manufacturing Co), Note Purchase Agreement (Modine Manufacturing Co)
Requirements. This Agreement and the Notes Bonds may be amended, and the observance of any term hereof or of the Notes Bonds may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 19 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Bonds unless consented to by such Purchaser holder of Bonds in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder Purchasers and all of each Note the holders of Bonds at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 the Indenture relating to acceleration or rescissionacceleration, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the NotesBonds, (iiB) change the percentage of the principal amount of the Notes Bonds the Holders Purchasers or holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 14 or 2018.
Appears in 2 contracts
Sources: Bond Purchase Agreement (Aqua America Inc), Bond Purchase Agreement (Aqua America Inc)
Requirements. This Agreement and the Notes Bonds may be amended, and the observance of any term hereof or of the Notes Bonds may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, or 21 19 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Bonds unless consented to by such Purchaser holder of Bonds in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Bonds at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 the Indenture relating to acceleration or rescissionacceleration, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the NotesBonds, (iiB) change the percentage of the principal amount of the Notes Bonds the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a)14, 11(b), 12, 17 or 2018.
Appears in 2 contracts
Sources: Bond Purchase Agreement (Aqua America Inc), Bond Purchase Agreement (Aqua America Inc)
Requirements. (a) This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Fund and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20. The Financing Agreements (other than this Agreement and the Notes) may be amended in the manner described in each such Document.
Appears in 2 contracts
Sources: Note Purchase Agreement (ClearBridge Energy MLP Total Return Fund Inc.), Note Purchase Agreement (ClearBridge Energy MLP Fund Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, 7 or 21 hereof, 22 or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i1) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (i) interest on the Notes or of (ii) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Section 8Sections 9, 11(a12(a), 11(b12(b), 1213, 17 18 or 2021.
Appears in 2 contracts
Sources: Note Purchase Agreement (Otter Tail Corp), Note Purchase Agreement (Otter Tail Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Article II, III, IV, V, VIII and Section 1, 2, 3, 4, 5, 6 or 21 13.13 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 Article X relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, waiver or (iii) amend any of Article III, X or XI Section 8, 11(a9.1(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Pure Biofuels Corp), Securities Purchase Agreement (Plainfield Asset Management LLC)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 7 or 21 23 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(aSections 12(a), 11(b12(b), 1213.1, 17 19, or 2021.
Appears in 2 contracts
Sources: Note Purchase Agreement (Glori Energy Inc.), Note Purchase Agreement (Glori Energy Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Constituent Companies and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, 7 or 21 23 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser holder of a Note unless consented to by such Purchaser holder in writing, writing and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i1) subject to the provisions of Section 12 14 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Section 8, 11(a), 11(b)Sections 9, 12, 17 13(a), 13(b), 14, 19 or 2022 or (4) except as otherwise provided by Section 10.8(b), terminate the Subsidiary Guaranty Agreement or the Contributor Guaranty or, except as otherwise provided by Section 10.8(b), release any Subsidiary Guarantor from the Subsidiary Guaranty Agreement.
Appears in 2 contracts
Sources: Note Purchase Agreement (Brandywine Operating Partnership Lp /Pa), Note Purchase Agreement (Brandywine Realty Trust)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of each of the Company Constituent Companies (or only the Issuer in the case of the Notes), and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof22, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i1) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (i) interest on the Notes or of (ii) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Section Sections 8, 11(a), 11(b), 12, 17 13, 18 or 2021.
Appears in 2 contracts
Sources: Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.), Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, any Series of the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (b) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Amount onWhole Amount, if any, on the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/)
Requirements. This Agreement Agreement, the Notes and the Notes Pledge Agreement may be amended, and the observance of any term hereof or of the Notes or the Pledge Agreement may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 5 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 11 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, on the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a7 (except as set forth in the second sentence of Section 7.2) and Sections 10(a), 11(b10(b), 12, 17 11 or 2016.
Appears in 2 contracts
Sources: Mezzanine Note Agreement (Apartment Income REIT Corp.), Mezzanine Note Agreement (Aimco OP L.P.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Company, the Issuer and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used thereinin any such Section), will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (b) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance LIBOR Breakage Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a12(a), 11(b12(b), 1213, 17 18 or 2021, or (iv) reduce or alter the scope of the guarantee by the Company of the obligations of the Issuer in respect of this Agreement and the Notes.
Appears in 2 contracts
Sources: Note Purchase Agreement (Jackson Hewitt Tax Service Inc), Note Purchase Agreement (Jackson Hewitt Tax Service Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, hereof or any defined term (as it is used therein)term, will be effective as to any Purchaser holder of Notes unless consented to by such Purchaser holder of Notes in writing, and (bii) no such amendment or waiver may, without the written consent of all of the Holder holders of each Note Notes at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest (if such change results in a decrease in the interest rate) or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiC) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Fair Isaac Corp), Note Purchase Agreement (Fair Isaac Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Issuers and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section any of Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 or 20.
Appears in 2 contracts
Sources: Note Purchase Agreement (Curtiss Wright Corp), Note Purchase Agreement (Curtiss Wright Corp)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company Constituent Companies and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof21, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ;
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i1) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (i) interest on the Notes or of (ii) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 13, 18 or 2021.
Appears in 1 contract
Sources: Note and Guarantee Agreement (Education Realty Operating Partnership L P)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (ai) no amendment or waiver of any of the provisions of Section PARAGRAPHS 1, 2, 3, 4, 5, 6 or 21 20 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser Holder unless consented to by such Purchaser Holder in writing, writing and (bii) no such amendment or waiver may, without the written consent of the each Holder of each Note at the time outstanding affected thereby, (iA) subject to the provisions of Section 12 PARAGRAPH 11 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (iiB) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, waiver or (iiiC) amend any of Section 8PARAGRAPHS 7, 11(a10(I) AND (II), 11(b)11, 12, 17 16 or 2019.
Appears in 1 contract
Requirements. (a) This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Fund and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.. The Financing Agreements (other than this Agreement and the Notes) may be amended in the manner described in each such Document. ClearBridge Energy MLP Opportunity Fund Inc. Note Purchase Agreement
Appears in 1 contract
Sources: Note Purchase Agreement (ClearBridge Energy MLP Opportunity Fund Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Stepan Company Note Purchase Agreement Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a), 11(b), 12, 17 or 2020 or (iv) give to any Note any preference over any other Note.
Appears in 1 contract
Sources: Note Purchase Agreement (Stepan Co)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that: (a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 7 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, ; and (b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the Yield-Maintenance Amount on, the NotesMake- Whole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, waiver or (iii) amend any of Section 89 (except as set forth in the second sentence of Section 9.2, 11(aSection 12(a), 11(bSection 12(b) and Section 13, or Section 18), 12, 17 or 20.. Section 18.2
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless Diamond Walnut Growers, Inc. Note Purchase Agreement consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 I2 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 2021, and (c) no amendment to Section 20 hereof shall be made without consent of the Guarantors affected thereby.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that that:
(a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 5 or 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and ; and
(b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Amount on, the NotesWhole Amount, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Sections 8 (except as set forth in the second sentence of Section 88.2), 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Midstream/Energy Fund, Inc. Note Purchase Agreement without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Sources: Note Purchase Agreement (Kayne Anderson Midstream/Energy Fund, Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 18 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 10 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8Sections 7, 11(a9(a), 11(b9(b), 1210, 17 15 or 2017.
Appears in 1 contract
Sources: Note Purchase Agreement (Turning Point Brands, Inc.)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Issuer, the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used thereinin such sections), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 18 or 2021.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Issuers and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any each Purchaser unless consented to by such each Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce change the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 13 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Amount onWhole Amount, if any, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8, 11(a12(a), 11(b12(b), 1213, 17 18 or 2021.
Appears in 1 contract
Sources: Note Purchase and Guaranty Agreement (Tucson Electric Power Co)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Requirements. This Agreement and the Series 2003-A Notes may be amended, and the observance of any term hereof or of the Series 2003-A Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Series 2003-A Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance LIBOR Breakage Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Company, each Co-Obligor and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Sources: Note Purchase Agreement (Chicago Bridge & Iron Co N V)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected therebythereby (or, if prior to the Second Closing, each Purchaser), (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20.
Appears in 1 contract
Sources: Note Purchase Agreement (Madison Gas & Electric Co)
Requirements. This Agreement Agreement, the Other Agreements and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (iI) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount on, the Notes, (iiII) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iiiIII) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20, or any defined term as used in such Sections.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 22 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 18 or 2021.
Appears in 1 contract
Sources: Note Purchase Agreement (Macdonald Dettwiler & Associates LTD)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof6, or any ------- - - - - - - defined term (as it is used therein), will be effective as to any Purchaser holder of a Note unless consented to by such Purchaser holder in writing, writing and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or ---------- time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount Prepayment Cost on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 18, 19, or 20.22. ---------- ---- ---- -- -- -- --
Appears in 1 contract
Requirements. This Agreement Agreement, the Notes and the Notes Subsidiary Guaranty may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), only with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 6, or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of each Purchaser and the Holder holder of each Note at the time outstanding affected therebyoutstanding, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of (x) interest on the Notes or of (y) the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 17, or 20.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser holder of a Note unless consented to by such Purchaser holder in writing, writing and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i1) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Prepayment Premium or Breakage Amount on, the Notes, (ii2) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii3) amend any of Section Sections 8, 11(a), 11(b), 12, 17 or 20, (4) except as otherwise provided herein, release any Subsidiary Guarantor of its obligations under the Subsidiary Guaranty Agreement or (5) except as otherwise provided in the Security Documents, release any Collateral from the Lien of the Security Documents.
Appears in 1 contract
Sources: Note Purchase Agreement (Egl Inc)
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company Parent, the Company, LaSalle and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section Sections 1, 2, 3, 4, 5, 6 3 or 21 hereof13, or any defined term (as it is used therein), will be effective as to any Purchaser you unless consented to by such Purchaser you in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 10.3 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the Yield-Maintenance Amount Prepayment Compensation on, the Notes, (ii) change the definition of Required Holders or the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section 8Sections 4, 11(a9(a), 11(b9(b), 12, 17 or 2010 and 16.
Appears in 1 contract
Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of the Notes may be waived (either retroactively or prospectively), with (and only with) the written consent of the Company both Obligors and the Required Holders, except that (a) no amendment or waiver of any of the provisions of Section 1, 2, 3, 4, 5, 6 or 21 23 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in writing, and (b) no such amendment or waiver may, without the written consent of the Holder holder of each Note at the time outstanding affected thereby, (i) subject to the provisions of Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of interest or of the YieldMake-Maintenance Whole Amount on, the Notes, (ii) change the percentage of the principal amount of the Notes the Holders holders of which are required to consent to any such amendment or waiver, or (iii) amend any of Section Sections 8, 11(a), 11(b), 12, 17 13, 14, 19, 22, 25 or 2026. For purposes of any amendment or waiver or other action taken on or after the First Closing Date but prior to the Second Closing Date pursuant to this Section 19.1, the calculation of the Required Holders shall include the aggregate principal amount of Notes to be sold as of the Second Closing Date and the holders of such Notes shall be entitled to vote such Notes as if such Notes were outstanding on such date.
Appears in 1 contract