Common use of Supplemental Indentures with Consent of Debt Securityholders Clause in Contracts

Supplemental Indentures with Consent of Debt Securityholders. With the consent (evidenced as provided in Article Seven) of the Holders of not less than a majority in aggregate principal amount of the Debt Securities at the time Outstanding of all series affected by such supplemental indenture (voting as one class), the Issuer and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner the rights of the Holders of the Debt Securities of such series; provided, that no such supplemental indenture shall (a) extend the final maturity of any Debt Security, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any amount payable on redemption thereof or reduce the amount of the principal of an Original Issue Discount Debt Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, or impair or affect the right of any Debt Securityholder to institute suit for the payment thereof or, if the Debt Securities provide therefor, any right of repayment at the option of the Debt Securityholder without the consent of the Holder of each Debt Security so affected or (b) reduce the aforesaid percentage of Debt Securities of any series, the consent of the Holders of which is required for any such supplemental indenture, without the consent of the Holders of each Debt Security so affected. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Debt Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Debt Securityholders under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Debt Securities of each series affected thereby at their addresses as they shall appear on the Debt Security registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.

Supplemental Indentures with Consent of Debt Securityholders. With the consent (evidenced as provided in Article SevenSection 9.01) of the Holders of not less than a majority in aggregate principal amount of the Debt Securities at the time Outstanding outstanding of all each series affected by such supplemental indenture to be affected, the Company and the Guarantors (voting as one classapplicable), the Issuer each when authorized by a resolution of its Board of Directors, and the Trustee may, may from time to time and at any time, time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or Debt Securities of a series or of modifying in any manner the rights of the Holders holders of the Debt Securities of such seriesseries to be affected; provided, however, that no such supplemental indenture shall (ai) extend change the final fixed maturity (which term shall not include payments due pursuant to any sinking, purchase or analogous fund) of any Debt SecuritySecurities, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any amount premium payable on upon the redemption thereof or reduce thereof, change the amount of the principal of an Original Issue Discount Debt Security redemption provisions in any manner that would be due and payable upon an acceleration of the maturity thereof pursuant adverse to Section 5.01 any holder or the amount thereof provable in bankruptcy pursuant to Section 5.02, or impair or adversely affect the right of any Debt Securityholder to institute suit for the payment thereof or, if the Debt Securities provide therefor, any right of repayment at the option of any Holder, change the coin or currency in which the principal of or any premium or interest thereon is payable, impair the right to institute suit for the enforcement of any payment on or after the stated maturity of any Debt Securities or, in the case of redemption, on or after the redemption date or, in the case of repayment at the option of any holder, on or after the redemption date, or modify any of the provisions regarding the waiver of past defaults and the waiver of specified covenants by the Holders of the Debt Securityholder Securities, without the consent of the Holder holder of each Debt Security so affected or affected, (bii) reduce the aforesaid percentage of Debt Securities of any series, the consent of the Holders holders of which is required for any such supplemental indenture, without the consent of the Holders of all Debt Securities of such series then outstanding or (iii) modify any of the foregoing, without the consent of the holder of each Debt Security so affected. Upon the request of the IssuerCompany and the Guarantors (as applicable), accompanied by a copy of a resolution the resolutions of the Board each of their respective Boards of Directors certified by the secretary their respective Secretaries or an assistant secretary of the Issuer any Assistant Secretaries authorizing the execution of any such supplemental indentureindentures, and upon the filing with the Trustee of evidence of the consent of Debt Securityholders as aforesaid and other documents, if any, required by Section 7.01aforesaid, the Trustee shall join with the Issuer Company and the Guarantors (as applicable) in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Debt Securityholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Debt Securities of each series affected thereby at their addresses as they shall appear on the Debt Security registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.

Supplemental Indentures with Consent of Debt Securityholders. With the consent (evidenced as provided in Article Seven) of the Holders of not less than a majority in aggregate principal amount of the Debt Securities at the time Outstanding of all series affected by such supplemental indenture (voting as one class), the Issuer and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner the rights of the Holders of the Debt Securities of such series; provided, that no such supplemental indenture shall (a) extend the final maturity of any Debt Security, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any amount payable on redemption thereof or reduce the amount of the principal of an Original Issue Discount Debt Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, or impair or affect the right of any Debt Securityholder to institute suit for the payment thereof or, if the Debt Securities provide therefor, any right of repayment at the option of the Debt Securityholder without the consent of the Holder of each Debt Security so affected or affected, (b) reduce the aforesaid percentage of Debt Securities of any series, the consent of the Holders of which is required for any such supplemental indenture, without the consent of the Holders of each Debt Security so affectedaffected or (c) modify the provisions in Article Fourteen of this Indenture with respect to the subordination of Outstanding Debt Securities of any series in a manner adverse to the Holders thereof. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Debt Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Debt Securityholders under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Debt Securities of each series affected thereby at their addresses as they shall appear on the Debt Security registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.

Supplemental Indentures with Consent of Debt Securityholders. With the consent (evidenced as provided in Article SevenSection 9.01) of the Holders holders of not less than a majority in aggregate principal amount of the Debt Securities at the time Outstanding outstanding of all each series affected by such supplemental indenture (voting as one class)to be affected, the Issuer Company, when authorized by a resolution of its Board of Directors, and the Trustee may, may from time to time and at any time, time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereofthereon) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or Debt Securities of a Series or of modifying in any manner the rights of the Holders holders of the Debt Securities of such seriesseries to be affected; providedPROVIDED, HOWEVER, that no such supplemental indenture shall (ai) extend change the final fixed maturity (which term shall not include payments due pursuant to an sinking, purchase or analogous fund) of any Debt SecuritySecurities, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any amount payable on redemption thereof or reduce the amount of the principal of an Original Issue Discount Debt Security that would be due and premium payable upon an acceleration of the maturity thereof pursuant to Section 5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02redemption thereof, or impair or affect the right of any Debt Securityholder to institute suit for the payment thereof or, if the Debt Securities provide therefor, any right of repayment at the option of the Debt Securityholder without the consent of the Holder holder of each Debt Security so affected affected, or (bii) reduce the aforesaid percentage of Debt Securities of any series, the consent of the Holders holders of which is required for any such supplemental indenture, without the consent of the Holders holders of each all Debt Security so affectedSecurities of such series then outstanding. Upon the request of the IssuerCompany, accompanied by a copy of a resolution the resolutions of the Board of Directors certified by the secretary Secretary or an assistant secretary any Assistant Secretary of the Issuer Company authorizing the execution of any such supplemental indentureindentures, and upon the filing with the Trustee of evidence of the consent of Debt Securityholders as aforesaid and other documents, if any, required by Section 7.01aforesaid, the Trustee shall join with the Issuer Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Debt Securityholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Debt Securities of each series affected thereby at their addresses as they shall appear on the Debt Security registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.153 143