SUPPLEMENT AND WAIVER. The Indenture, the Guarantees or the Notes may be amended or supplemented as provided in the Indenture.
SUPPLEMENT AND WAIVER. Subject to certain exceptions and limitations, the Indenture or the Securities may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the then Outstanding Securities of all series of Securities affected by such amendment or supplement (acting as one class), and any existing or past Default or Event of Default under, or compliance with any provision of, the Indenture may be waived (other than any continuing Default or Event of Default in the payment of the principal of or interest on the Securities) by the Holders of at least a majority in principal amount of the then Outstanding Securities of any series or of all series (acting as one class) in accordance with the terms of the Indenture. Without the consent of any Holder, the Company and the Trustee may amend or supplement the Indenture or the Securities, to secure the Securities pursuant to the requirements of Section 1006 of the Indenture or otherwise; to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants in the Indenture and in the Securities; to add to the covenants of the Company or the Events of Default for the benefit of the Holders of all or any series of the Securities, or to surrender any right or power conferred by the Indenture upon the Company; to add to, change or eliminate any of the provisions of the Indenture in respect of any one or more series of Securities, provided that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to execution of such supplemental indenture which is entitled to the benefit of such provision; to establish the form or terms of Securities as permitted by the Indenture; to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, to comply with any applicable mandatory provisions of law or to make any other provisions with respect to matters or questions arising under the Indenture, provided that such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; to evidence and provide for the acceptance of appointment by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of the Indenture as shall be necessary to provide for or facilitate the administration of the trusts by more tha...
SUPPLEMENT AND WAIVER. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company and the Trustee with the consent of the Holders of a majority in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company with certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security.
SUPPLEMENT AND WAIVER. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company and the Trustee with the consent of the Holders of a majority in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company with certain past defaults under the Indenture and their A-13 80 consequences. Any such consent or waiver by the Holder of this 2031 Debenture shall be conclusive and binding upon such Holder and upon all future Holders of this 2031 Debenture and of any 2031 Debenture issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not notation of such consent or waiver is made upon this 2031 Debenture. SUCCESSOR CORPORATION When a successor corporation assumes all the obligations of its predecessor under the 2031 Debentures and the Indenture in accordance with the terms and conditions of the Indenture, the predecessor corporation will (except in certain circumstances specified in the Indenture) be released from those obligations.
SUPPLEMENT AND WAIVER. 71 Section 9.01 Without Consent of Holders of Notes....................71 Section 9.02 With Consent of Holders of Notes.......................72 Section 9.03 Compliance with Trust Indenture Act....................73 Section 9.04 Revocation and Effect of Consents......................73 Section 9.05 Notation on or Exchange of Notes.......................73 Section 9.06 Trustee to Sign Amendments, etc........................74
SUPPLEMENT AND WAIVER. Except as provided in the next two succeeding paragraphs, the Indenture or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount at maturity of the Notes then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes), and any existing default or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount at maturity of the then outstanding Notes (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, Notes). Without the consent of each Holder affected, an amendment or waiver may not (with respect to any Notes held by a non-consenting Holder):
SUPPLEMENT AND WAIVER. Subject to certain exceptions set forth in the Indenture, the Indenture maybe amended or supplemented with the written consent of the Holders of at least a majority in aggregate principal amount of the relevant Notes then outstanding (including consents obtained in connection with a tender offer or exchange offer for the Notes) and any existing default or compliance with any provisions may be waived with the consent of the Holders of at least a majority in aggregate principal amount of the Notes then outstanding. However, without the consent of the Holder of each outstanding Note affected thereby, an amendment may not:
SUPPLEMENT AND WAIVER. Section 9.01
SUPPLEMENT AND WAIVER. No provision of the Notes may be amended or waived unless the Company shall have obtained the written agreement of Holders of a majority of the aggregate principal amount of the Notes then outstanding. Restrictions on Transferability Neither the Notes nor the shares of Common Stock issuable upon their conversion have been, or (except as otherwise provided in the Holders' Agreement) will be registered under the Securities Act or the securities laws of any state. Neither the Notes nor the shares of Common Stock issuable upon their conversion may be sold, offered for sale, transferred, pledged, hypothecated or otherwise disposed of except in compliance with the Securities Act and other applicable securities laws. Accordingly, each Investor must be prepared to bear the economic risk of his or her investment for an indefinite period of time. Investors may be permitted to transfer Notes and the shares of Common Stock issuable upon conversion of the Notes in compliance with the resale provisions of Rule 144 under the Securities Act. In general, under Rule 144 as currently in effect, a person (or persons whose shares are aggregated), including an affiliate, who has beneficially owned restricted shares for at least one year is entitled to sell, within any three-month period commencing 90 days after the date of this Memorandum, a number of shares that does not exceed the greater of (i) 1% of the then outstanding shares of Common Stock or (ii) the average weekly trading volume in the Stock during the four calendar weeks preceding such sale, subject to the filing of a Form 144 with respect to such sale and certain other limitations and restrictions. In addition, a person who is not deemed to have been an affiliate of the Company at any time during the 90 days preceding a sale and who has beneficially owned the shares proposed to be sold for at least two years, is entitled to sell such shares under Rule 144(k) without regard to the requirements described above. The amount of time which such Investor has held a Note may be used to satisfy any "holding period" requirements of Rule 144 upon a transfer of the shares of Common Stock underlying such Note. Governing Law The Notes will be governed by, and construed in accordance with the laws of the State of New York without giving effect to applicable principles of conflicts of law.
SUPPLEMENT AND WAIVER. Subject to certain exceptions, the Indenture or the Notes may be amended or supplemented with the consent of the Holders of at least a majority in principal amount of the then outstanding Notes voting as a single class, and any existing default or compliance with any provision of the Indenture or the Notes may be waived with the consent of the Holders of a majority in principal amount of the then outstanding Notes voting as a single class. Without the consent of any Holder of a Note, the Indenture or the Notes may be amended or supplemented to cure any ambiguity, defect or inconsistency; to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article II of the Indenture (including the related definitions) in a manner that does not materially adversely affect any Holder; to provide for the assumption of a Company's obligations to the Holders of the Notes in the case of a merger, consolidation or acquisition by a successor to such Company pursuant to Article V of the Indenture; to make any change that would provide any additional rights or benefits to Holders of the Notes or that does not materially adversely affect the legal rights thereunder of any Holder of the Notes; or to comply with requirements of the SEC in order to effect or maintain the qualification of this Agreement under the Trust Indenture Act.
