Common use of Restrictions on Changes Clause in Contracts

Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Material Contract without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination or waiver could reasonably be expected to have a Material Adverse Effect (taking into consideration any viable replacements or substitutions therefor at the time such determination is made). (b) Amend or change the terms of any Financing Agreement (other than the Loan Documents) if the effect of such amendment or change is to (i) make the final maturity date earlier, or the Weighted Average Life to Maturity less than, the final maturity date or Weighted Average Life to Maturity, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment of Borrower, make the terms of such Financing Agreement, taken as a whole, more restrictive than the restrictions on the Loan Parties contained in such Financing Agreement prior to such amendment or change such that the differences between the restrictions on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, could not reasonably be expected to be materially adverse to the Loan Parties (taken as a whole) or the Lenders; provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase is otherwise permitted by this Agreement; and provided further, that it is understood and agreed that the issuance or incurrence of Permitted Refinancing Indebtedness shall not be deemed to be an amendment or change to any Financing Agreement.

Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Project Document or enter into any new Project Document or Permit (it being understood that any Material Contract Contracts which are covered by subsection (c) of this Section 7.16 shall also be subject to the restrictions set forth therein) without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination amendment or waiver or new Project Document or Permit could reasonably be expected to have a Material Adverse Effect or otherwise adversely affect the Lenders in any material respect (taking into consideration any viable replacements or substitutions therefor therefore at the time such determination is made). (b) Amend or otherwise change the terms of any Financing Agreement Agreements (other than the Loan Documents) or permit the termination thereof (other than in accordance with the terms thereof), or enter into any new Financing Agreements or make any payment consistent with an amendment thereof or change thereto, if the effect of such amendment amendment, change or new Financing Agreement is to increase the interest rate or fees on the Indebtedness evidenced thereby, change (to earlier or more frequent dates) any dates upon which payments of principal or interest are due thereon, change the redemption, prepayment or defeasance provisions thereof or change is to the subordination provisions thereof (i) make the final maturity date earlier, or the Weighted Average Life to Maturity less than, the final maturity date or Weighted Average Life to Maturity, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment of Borrower, make the terms of such Financing Agreement, taken as a whole, more restrictive than the restrictions on the Loan Parties contained in such Financing Agreement prior to such amendment or change such that the differences between the restrictions on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, could not reasonably be expected to be materially adverse to the Loan Parties (taken as a whole) or the Lendersany guaranty thereof); provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase interest is otherwise expressly permitted by the Intercreditor Agreements and this Loan Agreement; and provided further. (c) Amend, that it is understood and agreed that waive or otherwise change, or permit any amendment or waiver of, the issuance terms of either the Intercompany Note or incurrence the Aircraft Security Agreement or permit the termination thereof. (d) Agree to any amendment to, assignment or termination of, or waive any of Permitted Refinancing Indebtedness its rights under, any Material Contract (other than Material Contracts described in clause (ii) of the definition thereof) or enter into a new Material Contract (other than Material Contracts described in clause (ii) of the definitions thereof) without in each case obtaining the prior written consent of the Collateral Agent, which consent shall not be deemed unreasonably withheld or delayed. Notwithstanding anything to be an amendment or change the contrary contained in this Section 7.16(d), this Section 7.16(d) shall not apply to any Financing AgreementConstruction Contracts.

Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Project Document or enter into any new Project Document or Permit (it being understood that any Material Contract Contracts which are covered by subsection (c) of this Section 7.16 shall also be subject to the restrictions set forth therein) without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination or waiver or new Project Document or Permit could reasonably be expected to have a Material Adverse Effect or otherwise adversely affect the Lenders in any material respect (taking into consideration any viable replacements or substitutions therefor at the time such determination is made). (b) Amend or otherwise change the terms of any Financing Agreement Agreements (other than the Loan Documents) or permit the termination thereof (other than in accordance with the terms thereof), or enter into any new Financing Agreements or make any payment consistent with an amendment thereof or change thereto, (i) if the effect of such amendment amendment, change or new Financing Agreement is to increase the interest rate or fees on the Indebtedness evidenced thereby, change (to earlier or more frequent dates) any dates upon which payments of principal or interest are due thereon (including, without limitation, changes to, or new additions of, mandatory prepayment provisions), change the redemption, prepayment or defeasance provisions thereof or change is to the subordination provisions thereof (ior of any guaranty thereof) make the final maturity date earlier, or the Weighted Average Life to Maturity less than, the final maturity date or Weighted Average Life to Maturity, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment case of Borrowerthe Mortgage Notes Indenture, make the terms Mortgage Notes, the Mortgage Notes Guaranty or any documents related thereto, if the effect of such amendment, change or new Financing Agreement, taken as a wholetogether with all other amendments and changes previously made or new Financing Agreements previously entered into, more restrictive than is to materially increase the restrictions obligations of the obligors thereunder or to confer any additional rights on the Loan Parties contained in such Financing Agreement prior to such amendment holders of the Indebtedness or change such that the differences between the restrictions obligations evidenced thereby (or a trustee or other representative on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, their behalf) which could not reasonably be expected to be materially adverse to the any Loan Parties (taken as a whole) Party or the Lenders; provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase is otherwise expressly permitted by the Intercreditor Agreements and this Agreement; and provided provided, further, that it is understood and agreed that any amendments or changes with respect to the issuance FF&E Facility Agreement, the FF&E Guarantee or incurrence any documents related thereto expressly permitted pursuant to Section 4.2 of Permitted Refinancing Indebtedness the FF&E Intercreditor Agreement shall not be deemed restricted pursuant to be an amendment or change this Section 7.16(b). (c) Agree to any Financing amendment to, assignment or termination of, or waive any of its rights under, any Material Contract (other than Material Contracts described in clause (ii) of the definition thereof) or enter into an Additional Material Contract (other than Material Contracts described in clause (ii) of the definition thereof but including the Additional Material Contracts described in clauses (ii) and (iii) of the definition of "Water Show Entertainment and Production Agreement") without in each case obtaining the prior written consent of the Administrative Agent, which consent shall not be unreasonably withheld or delayed. Notwithstanding anything to the contrary contained in this Section 7.16(c), this Section 7.16(c) shall not apply to Construction Contracts.

Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Project Document or enter into any new Project Document or Permit (it being understood that any Material Contract Contracts which are covered by subsection (c) of this Section 7.16 shall also be subject to the restrictions set forth therein) without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination or waiver or new Project Document or Permit could reasonably be expected to have a Material Adverse Effect or otherwise adversely affect the Lenders in any material respect (taking into consideration any viable replacements or substitutions therefor therefore at the time such determination is made). (b) Amend or otherwise change the terms of any Financing Agreement Agreements (other than the Loan Documents) or permit the termination thereof (other than in accordance with the terms thereof), or enter into any new Financing Agreements or make any payment consistent with an amendment thereof or change thereto, (i) if the effect of such amendment amendment, change or change new Financing Agreement is to increase the interest rate or fees on the Indebtedness evidenced thereby, change (ito earlier or more frequent dates) make the final maturity date earlierany dates upon which payments of principal or interest are due thereon (including, without limitation, changes to, or new additions of, mandatory prepayment provisions), change the Weighted Average Life to Maturity less thanredemption, the final maturity date prepayment or Weighted Average Life to Maturitydefeasance provisions thereof, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment case of Borrowerthe Mortgage Notes Indenture, make the terms Mortgage Notes, the Mortgage Notes Guarantee or any documents related thereto, if the effect of such amendment, change or new Financing Agreement, taken as a wholetogether with all other amendments and changes previously made or new Financing Agreements previously entered into, more restrictive than is to materially increase the restrictions obligations of the obligor thereunder or to confer any additional rights on the Loan Parties contained in such Financing Agreement prior to such amendment holders of the Indebtedness or change such that the differences between the restrictions obligations evidenced thereby (or a trustee or other representative on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, their behalf) which could not reasonably be expected to be materially adverse to the any Loan Parties (taken as a whole) Party or the LendersLenders or change the subordination provisions thereof (or of any guaranty thereof); provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase is otherwise expressly permitted by the Intercreditor Agreements and this Loan Agreement; and provided provided, further, that it is understood and agreed that any amendments or changes with respect to the issuance Xxxx Credit Agreement or incurrence any documents related thereto expressly permitted pursuant to Section 4.2 of Permitted Refinancing Indebtedness the FF&E Intercreditor Agreement shall not be deemed restricted pursuant to be an this Section 7.16(b). (c) Amend, waive or otherwise change, or permit any amendment or change waiver of, the terms of either the Intercompany Note or the Aircraft Security Agreement or permit the termination thereof. (d) Agree to any Financing amendment to, assignment or termination of, or waive any of its rights under, any Material Contract (other than Material Contracts described in clause (ii) of the definition thereof) or enter into an Additional Material Contract (other than Material Contracts described in clause (ii) of the definitions thereof but including the Additional Contracts described in clauses (ii) and (iii) of the definition of "Water Show Entertainment and Production Agreement") without in each case obtaining the prior written consent of the Collateral Agent, which consent shall not be unreasonably withheld or delayed. Notwithstanding anything to the contrary contained in this Section 7.16(d), this Section 7.16(d) shall not apply to Construction Contracts.

Restrictions on Changes. (a) Agree to any amendment to, assignment or termination of, or waive any of its rights under, any Permit or Project Document or enter into any new Project Document or Permit (it being understood that any Material Contract Contracts which are covered by subsection (c) of this Section 7.16 shall also be subject to the restrictions set forth therein) without in each case obtaining the prior written consent of the Required Lenders if in any such case such amendment, assignment, termination amendment or waiver or new Project Document or Permit could reasonably be expected to have a Material Adverse Effect or otherwise adversely affect the Lenders in any material respect (taking into consideration any viable replacements or substitutions therefor at the time such determination is made). (b) Amend or otherwise change the terms of any Financing Agreement Agreements (other than the Loan Documents) or permit the termination thereof (other than in accordance with the terms thereof), or enter into any new Financing Agreements or make any payment consistent with an amendment thereof or change thereto, if the effect of such amendment amendment, change or new Financing Agreement is to increase the interest rate or fees on the Indebtedness evidenced thereby, change (to earlier or more frequent dates) any dates upon which payments of principal or interest are due thereon, change the redemption, prepayment or defeasance provisions thereof or change is to the subordination provisions thereof (i) make the final maturity date earlier, or the Weighted Average Life to Maturity less than, the final maturity date or Weighted Average Life to Maturity, respectively, of the Indebtedness being amended or changed or (ii) in the reasonable judgment of Borrower, make the terms of such Financing Agreement, taken as a whole, more restrictive than the restrictions on the Loan Parties contained in such Financing Agreement prior to such amendment or change such that the differences between the restrictions on the Loan Parties in such Financing Agreement prior to such amendment or change from those in such Financing Agreement after giving effect to such amendment or change, in each case taken as a whole, could not reasonably be expected to be materially adverse to the Loan Parties (taken as a whole) or the Lendersany guaranty thereof); provided, that the Borrower may amend the terms of any other Financing Agreement to increase the principal amount thereof if such increase interest is otherwise expressly permitted by the Intercreditor Agreements and this Agreement; and provided further. (c) Agree to any amendment to, that it is understood and agreed that assignment or termination of, or waive any of its rights under, any Material Contract (other than Material Contracts described in clause (ii) of the issuance definition thereof) or incurrence enter into a new Material Contract (other than Material Contracts described in clause (ii) of Permitted Refinancing Indebtedness the definition thereof) without in each case obtaining the prior written consent of the Administrative Agent, which consent shall not be deemed unreasonably withheld or delayed. Notwithstanding anything to be an amendment or change the contrary contained in this Section 7.16(c), this Section 7.16(c) shall not apply to any Financing AgreementConstruction Contracts.