Common use of Supplemental Indentures and Agreements with Consent of Holders Clause in Contracts

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or the Securities (including, but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture or the Securities) or (ii) waive compliance with any provision in this Indenture or the Securities (other than waivers of past Defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.18); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 7 contracts

Samples: Trust Indenture       Indenture (Bally Total Fitness Holding Corp), Trust Indenture                   Indenture (Bally Total Fitness Holding Corp), Trust Indenture       Indenture (Bally Total Fitness Holding Corp)

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Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.19.01, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.1810.20); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 3 contracts

Samples: Power Solutions International, Inc., Spartan Stores Inc, Blyth Inc

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least not less than a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by or pursuant to Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181021); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Indenture (Sonic Automotive Inc), Sonic Automotive Inc

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to this Indenture, the Securities or any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.1810.19); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Indenture (Penske Automotive Group, Inc.), Indenture (Penske Automotive Group, Inc.)

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.19.01 or as provided pursuant to Section 3.01, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities of any series of Securities (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, such Securities), by Act of said Holders delivered to the Company and the Trustee, the Company and the Guarantors when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto in form and substance satisfactory to the Trustee, or agreements for the purpose of adding any provisions to or to, amending, modifying or changing in any manner manner, or eliminating any of the provisions of this Indenture with respect to such series, of any supplemental indenture with respect to such series or the Securities of such series (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders of such series under this Indenture with respect to such series or the SecuritiesSecurities of such series) or (ii) waive compliance with any provision in this Indenture with respect to such series or the Securities of such series (other than waivers of past Defaults defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.185.13); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement agreement, instrument or instrument waiver shall, without the consent of the each Holder of each Outstanding a Security of such series affected thereby:

Appears in 2 contracts

Samples: Indenture (Geo MCF Lp, LLC), Geo MCF Lp, LLC

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to this Indenture, the Securities or any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181021); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Penske Automotive Group, Inc., Indenture (United Auto Group Inc)

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by or pursuant to Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults which are covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181007); providedPROVIDED, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, furtherHOWEVER, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Brooks Pharmacy, Inc.

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding SecuritiesNotes, by Act of said Holders delivered to the Company and the Trustee, the Company when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or the Securities Notes (including, but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture or the SecuritiesNotes) or (ii) waive compliance with any provision in this Indenture or the Securities Notes (other than waivers of past Defaults covered by Section 5.13 and waivers - 86 - of covenants which are covered by Section 10.1810.20); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security Note affected thereby:

Appears in 1 contract

Samples: Bally Total Fitness Holding Corp

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or the Securities (including, but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture or the Securities) or (ii) waive compliance with any provision in this Indenture or the Securities (other than waivers of past Defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.1810.19); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Bally Total Fitness Holding Corp

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Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.19.01, with the consent of the Holders of at least not less than a majority in aggregate principal amount of the Outstanding SecuritiesNotes affected by such supplemental indenture or indentures, by Act of said Holders delivered to the Company and the Trustee, the Company when authorized by Board Resolutions, and each Note Guarantor (if a party thereto) and the Trustee may (i) enter into an indenture or indentures supplemental hereto hereto, in form and substance reasonably satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or the Securities Notes (including, but not limited to, for the purpose of modifying in any manner the rights of the Holders of the Notes under this Indenture Indenture), (ii) modify or amend the SecuritiesIntercreditor Agreement, the Support Agreement, and the Security Agreement (except as otherwise provided therein) or (iiiii) waive compliance with any provision in this Indenture or Indenture, the Securities Notes (other than waivers of past Defaults covered by Section 5.13 and waivers of covenants which are covered by Section 10.1810.19), the Intercreditor Agreement, the Support Agreement and the Security Agreement; provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security outstanding Note affected thereby:

Appears in 1 contract

Samples: Indenture (Hollinger Inc)

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by or pursuant to Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181021); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Indenture (Sonic Automotive Clearwater Inc)

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181021); providedPROVIDED, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, furtherHOWEVER, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Fca of Ohio Inc

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company when authorized by Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture or the Securities) or (ii) waive compliance with any provision in this Indenture or the Securities (other than waivers of past Defaults covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181020); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Loehmanns Holdings Inc

Supplemental Indentures and Agreements with Consent of Holders. Except as permitted by Section 9.1901, with the consent of the Holders of at least a majority in aggregate principal amount of the Outstanding Securities (including consents obtained in connection with a tender offer or exchange offer for Securities), by Act of said Holders delivered to the Company Company, each Guarantor, if any, and the Trustee, the Company and each Guarantor (if a party thereto) when authorized by or pursuant to Board Resolutions, and the Trustee may (i) enter into an indenture or indentures supplemental hereto or agreements or other instruments with respect to any Guarantee in form and substance satisfactory to the Trustee, for the purpose of adding any provisions to or amending, modifying or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities or any Guarantee (including, including but not limited to, for the purpose of modifying in any manner the rights of the Holders under this Indenture Indenture, the Securities or the Securitiesany Guarantee) or (ii) waive compliance with any provision in this Indenture or Indenture, the Securities or any Guarantee (other than waivers of past Defaults which are covered by Section 5.13 513 and waivers of covenants which are covered by Section 10.181007); provided, however, that so long as any of the Senior Notes are outstanding, the consent of the holders of a majority of the outstanding principal amount of Senior Notes shall also be required to amend the Cash Interest provisions of Section 3.1 of the Indenture and in the form of the Securities; provided, further, that no such supplemental indenture, agreement or instrument shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Oxford Industries Inc

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