Common use of With Consent of the Holders Clause in Contracts

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents and the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer (a) Other than as set forth in Section 9.1, the Company and the Trustee may amend this Indenture, the Securities, the Security Documents and the Intercreditor Agreement with respect to Indenture or the Securities with the written consent of the Holders of at least a majority in principal amount of the then-outstanding Securities; provided, however, that if an amendment would affect fewer than all classes or series of Securities under this Indenture, then only the written consent of the Holders of a majority in principal amount of the then-outstanding voting classes or series of Securities so affected shall be required. The Holders of a majority in principal of the then-outstanding Securities may also waive on behalf of all Holders any existing Default or Event of Default or compliance with any provision of this Indenture or the Securities (or class or series of Securities, as a single class (including consents obtained in connection with a tender offer or exchange for the Securitiesapplicable). HoweverNevertheless, without the consent of each the Holder of an outstanding each Security affected, an amendment or waiver under this Section may not:not (with respect to any Security held by a non-consenting Holder): (i) reduce the aggregate principal amount of Securities whose Holders must consent to an amendment,, supplement or waiver; (ii) reduce the rate of or extend change the time for payment of interest interest, including default interest, on any outstanding Security,; (iii) reduce the principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption fixed maturity of any Security or change alter the time redemption provisions or the price at which any the Company shall be entitled to accept an offer for repurchase of such Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under pursuant to Section 3.09 or in Section 4.18,3.1; (viv) make any Security payable in money other than that stated in such Security,the Prospectus; (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viiiv) make any change in Section 6.04 6.4 or 6.07 or the second sentence of this Section 9.02,6.7; (ix) modify any Subsidiary Guarantee in any manner adverse to the Holders, or (xvi) make any change in Article 10 that materially adversely affects the provisions rights of any Holders, or adversely affects the holders of Senior Debt; or (vii) waive a Default or Event of Default in the Escrow Agreement, Intercreditor Agreement payment of principal of or this Indenture dealing with interest on any Security (except a rescission of acceleration of the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of Securities by the Holders of at least two-thirds a majority in aggregate principal amount of the Securities then outstandingthen-outstanding Securities, no amendment or and a waiver may release all or substantially all of the Collateral any payment default resulting from the Lien of this Indenture and the Security Documents with respect to the Securities. such acceleration). (b) It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendmentamendment or waiver, but it shall be sufficient if such consent approves the substance thereof. (c) Any required consent of the Holders need not be affirmative. Consent of a Holder will be presumed if a Holder does not object within 30 days of a written request for consent so long as such written request specifically states in prominent type that the consent of the Holder will be presumed if no objection is made within the applicable 30-day period. (d) After an amendment or waiver under this Section 9.02 becomes effective, the Issuer Company shall promptly mail to the Holders of each Security affected thereby a notice briefly describing the amendment or waiver. Any failure of the Company to mail such amendment. The failure to give such notice to all Holdersnotice, or any defect therein, shall not not, however, in any way impair or affect the validity of an amendment under any such supplemental indenture or waiver. Subject to Section 6.4 and Section 6.7 and clauses (i) through (vii) of paragraph (a) above, the Holders of a majority in principal amount of the Securities then outstanding may waive compliance in a particular instance by the Company with any provision of this Section 9.02Indenture or the Securities.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the SecuritiesSecurities of any series, the Security Documents and the Intercreditor Agreement Agreements with respect to the Securities of such series with respect to such series with the written consent of the Holders of at least a majority in principal amount of the Securities of such series then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the SecuritiesSecurities of such series). However, without the consent of each Holder of an a respective series of outstanding Security affected, an amendment may not: (i) reduce the amount of such series of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any such series of Security, (iii) reduce the principal of or change the Stated Maturity of any such series of Security, (aiv) reduce the premium payable upon the redemption of any such series of Security or change the time at which any such series of Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any such series of Security payable in money other than that stated in such series of Security, (vi) expressly subordinate the any such series of Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder of such series to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, any Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the HoldersHolders of such series of the Securities. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the such series of Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the such series of Securities. It shall not be necessary for the consent of the Holders of any series under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02. The Issuer shall inform The International Stock Exchange Authority Limited of any material amendment to this Indenture or any supplement thereto. The Issuer will also publish a notice of any such material amendment in accordance with the provisions of this Indenture described in Section 13.02.

With Consent of the Holders. The Issuer Except as otherwise provided in Section 9.01 or this Section 9.02, the Issuer, the Trustee, and the Trustee Collateral Agent may amend this Indenture, the Securities, the Guarantees or the Security Documents and the Intercreditor Agreement with respect to the Securities Documents, with the written consent of the Holders of at least a majority in aggregate principal amount of the Securities then outstanding voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for the Securities) and any existing or past default or compliance with any provisions of such documents may be waived with the consent of the Holders of a majority in principal amount of the Securities then outstanding (including, without limitation, consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities). However, without the consent of each Holder of an outstanding Security affected, an no amendment may not:(with respect to any Securities held by a non-consenting Holder): (ia) reduce the percentage of the aggregate principal amount of Securities whose Holders must consent to an amendment,, supplement or waiver; (iib) reduce the rate of or extend the time for payment of interest or Additional Amounts, if any, on any Security,; (iiic) reduce the principal of or change the Stated Maturity of any Security,; (ad) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,; (ve) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (viif) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiig) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ixh) expressly subordinate the Securities or any Guarantee related thereto or otherwise modify the ranking thereof to any other Indebtedness of the Issuer or any Guarantor; (i) modify any Subsidiary Guarantee the Guarantees in any manner adverse to the Holders, Holders other than as contemplated in Sections 11.02(b) and (c) hereof; or (xj) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien provision of this Indenture described under Section 2.16 that adversely affects the right of any Holder of such Securities in any material respect or amends the terms of such Securities in a way that would result in a loss of an exemption from any of the Taxes described thereunder or an exemption from any obligation to withhold or deduct Taxes so described thereunder unless the Issuer and the Security Documents with Guarantors agree to pay Additional Amounts, if any, in respect to the Securitiesthereof. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, waiver or consent, but it shall be sufficient if such consent approves the substance thereof. After an For the avoidance of doubt, no amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holdersto, or deletion of any defect thereinof the covenants described under Article 4 or Section 5.01, shall not be deemed to impair or affect any rights of Holders to receive payment of principal of, or premium, if any, or interest on, the validity Securities. Upon the request of an amendment under the Issuer accompanied by a resolution of the Board of Directors of the Issuer authorizing the execution of any supplemental indenture entered into to effect any such amendment, supplement or waiver, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee, subject to its rights in Section 9.06, shall join with the Issuer in the execution of such supplemental indenture. In addition, without the consent of the Holders of at least 66⅔% in principal amount of the Securities then outstanding, no amendment, supplement or waiver may modify any Security Document or the provisions in this Section 9.02Indenture dealing with the Collateral or the Security Documents that would have the impact of releasing all or substantially all of the Collateral from the Liens of the Security Documents (except as permitted by the terms of this Indenture and the Security Documents) or change or alter the priority of the security interests in the Collateral.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, Securities and the Security Documents and the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents Indenture and the Intercreditor Agreement Securities with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor,, 92 US\DESMOLI\8895151.9 (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s SecuritiesXxxxxities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,, or (ix) except as expressly permitted by this Indenture, modify the Guarantee of any Significant Subsidiary, or the Guarantee of one or more Restricted Subsidiaries that collectively would, at the time of such amendment, represent a Significant Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly is required to deliver electronically or mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents Indenture and the Intercreditor Agreement Securities with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the legal right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s 's Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s 's Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,, or (ix) except as expressly permitted by this Indenture, modify the Guarantee of any Significant Subsidiary, or the Guarantee of one or more Restricted Subsidiaries that collectively would, at the time of such amendment, represent a Significant Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly is required to deliver electronically or mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02. For the avoidance of doubt, no amendment to, or deletion of any of the covenants described in Article 4 (other than Section 4.01) or Article 5 shall be deemed to impair or affect any legal rights of Holders of the Securities to receive payment of principal of, or premium, if any, or interest on, the Securities on or after the due dates therefor.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents Indenture and the Intercreditor Agreement Securities with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the legal right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s 's Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s 's Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,, or 103 (ix) except as expressly permitted by this Indenture, modify the Guarantee of any Significant Subsidiary, or the Guarantee of one or more Restricted Subsidiaries that collectively would, at the time of such amendment, represent a Significant Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly is required to deliver electronically or mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02. For the avoidance of doubt, no amendment to, or deletion of any of the covenants described in Article 4 (other than Section 4.01) or Article 5 shall be deemed to impair or affect any legal rights of Holders of the Securities to receive payment of principal of, or premium, if any, or interest on, the Securities on or after the due dates therefor.

With Consent of the Holders. (a) The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents Securities and the Intercreditor Agreement with respect to the Securities Note Guarantees with the written consent of the Holders of at least a majority in aggregate principal amount of the Securities then outstanding voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, tender offer or exchange offer for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not:not (with respect to any Security held by a non-consenting Holder): (i) reduce the percentage of the aggregate principal amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security,; (iii) reduce the principal of or change the Stated Maturity of any Security,; (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed (other than notice periods) in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the date due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiivii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,9.02(a); (viii) expressly subordinate the Securities or any Note Guarantee or otherwise modify the ranking thereof to any other Indebtedness of the Issuer or any Note Guarantor; or (ix) modify any Subsidiary Guarantee the Note Guarantees in any manner materially adverse to the Holders, or. (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Upon the request of the Issuer accompanied by a resolution of the Board of Directors of the Issuer authorizing the execution of any supplemental indenture entered into to effect any such amendment, supplement or waiver, and upon receipt by the Trustee of the documents described in Section 9.02 becomes effective9.06, the Issuer shall promptly mail Trustee, subject to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect thereinits rights in Section 9.06, shall not impair or affect join with the validity Issuer in the execution of an amendment under this Section 9.02such supplemental indenture.

With Consent of the Holders. (a) The Issuer Issuer, the Collateral Agent, the Parent Guarantor and the Trustee may amend or supplement this Indenture, the Securities, Securities and the Security Documents Documents, and may waive any provision thereof (including the Intercreditor Agreement with respect to the Securities provisions of Section 4.08), with the written consent of the Holders of at least a majority in two-thirds of the aggregate principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange offer for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment amendment, supplement or waiver may not: (i) reduce the amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security,Security (or reduce the amount of any payment of any installment of principal or change the due date in respect of the payment of any installment of principal); (aiii) reduce the premium payable upon the redemption repurchase of any Security or change the time at which any Security may be redeemed or repurchased in accordance with Article 3, Section 4.08 or (b) reduce the price payable upon redemption Paragraph 5 of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,Security; (viv) make any Security payable in money currency other than that stated in such Security,; (viv) expressly subordinate the Securities or any Subsidiary the Guarantee in right of payment to any other Indebtedness of the Issuer or the Parent Guarantor or adversely affect the priority of any Subsidiary Guarantor,Liens securing the Securities; (viivi) impair the right of any Holder to receive payment of principal of, premiumof or premium and interest, if any, and interest on such Holder’s Securities on or after the due dates (or the due date in respect of the payment of any installment of principal) therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiivii) make any change in to Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ixviii) modify any Subsidiary the Guarantee in any manner adverse to the Holders, or; (xix) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject Holders of the Securities; (x) make any change to Section 11.042.01(b), without Section 2.01(c), Section 4.01(c), Section 4.23, Section 4.24, Section 4.25, Schedule I or Schedule II; or (xi) make any change to the definitions of “Applicable Percentage”, “Product” or “Net Sales”. Without the consent of the Holders of at least two-thirds 75% in aggregate principal amount of the Securities then outstanding, no amendment amendment, supplement or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient supplement or waiver if such consent approves the substance thereof. . (b) After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail provide to the Holders a written notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Issuer, Holdings I, Subordinated Guarantors, the Trustee and the Trustee Security Agent may amend this Indenture, the Securities, the Intercreditor Agreement, any Additional Intercreditor Agreement, the Senior Subordinated Notes Proceeds Loan and the Security Documents and the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities)) and any past default of compliance with any provisions may be waived with the consent of Holders of a majority in principal amount of the Securities then outstanding. However, without the consent of each Holder the Holders of an not less than 90% of the then outstanding Security affectedaggregate principal amount of the Securities, an amendment or waiver may not: (i) reduce the amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security,; (iii) reduce the principal of or change extend the Stated Maturity of any Security,; (aiv) reduce the premium or amount payable upon the redemption of any Security or Security, change the time at which any Security may be redeemed in accordance with Article 3, III or (b) reduce Paragraphs 5 or 6 of the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,Securities; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate make any change to the Securities or any Subsidiary Guarantee to any other Indebtedness subordination provisions of this Indenture that adversely affects the Issuer or any Subsidiary Guarantor,rights of Holders; (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viii) release the Security Interest granted for the benefit of the Holders in the Collateral other than pursuant to the terms of the Security Documents or as otherwise permitted by this Indenture; (ix) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ixx) modify change the currency of the Senior Notes Proceeds Loan, decrease the rate, change the time for payment, change the manner of payment of interest, decrease the principal or extend the maturity date of any Subsidiary Guarantee principal payment on the Senior Notes Proceeds Loan, or change the ranking of the Senior Notes Proceeds Loan in a manner adverse to the Holders; (xi) change the restrictions in the Intercreditor Agreement restricting payment blockage or enforcement of the Senior Notes Proceeds Loan in any manner adverse to the Holders, interests of the Holders in any material respect; or (xxii) make any change in the provisions in of Section 4.15 of this Indenture that adversely affects the Escrow Agreement, Intercreditor Agreement rights of any Holder or amend the terms of the Securities or this Indenture dealing with the application of gross proceeds of Collateral in a way that would adversely affect result in the Holders. Subject loss of an exemption from any of the Taxes described thereunder unless the Issuer, Holdings I or any Restricted Subsidiary agrees to Section 11.04, without pay any Additional Amounts that arise as a result. (b) Without the consent of the Holders holders of at least two-thirds a majority in outstanding aggregate principal amount of the Securities then outstandingSenior Securities, no amendment the Issuer will not amend, modify or waiver may release all alter this Indenture in any way to (i) increase the rate of or substantially all change the time for payment of interest on the Securities, (ii) increase the principal of, advance the final maturity date of or shorten the Weighted Average Life to Maturity of the Collateral from Securities, (iii) alter the Lien redemption provisions or the price or terms at which the Issuer is required to offer to purchase the Securities in a manner materially adverse to the holders of Senior Securities, or (iv) amend the provisions of this Indenture and the Security Documents with respect that relate to subordination in a manner materially adverse to the Securities. holders of Senior Securities It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail (or otherwise deliver in accordance with applicable Euroclear and Clearstream procedures) to the Holders a notice briefly describing such amendment. The However, the failure to give such notice to all HoldersHolders entitled to receive such notice, or any defect therein, shall not impair or affect the validity of an the amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, Securities and the Security Documents and the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee Guarantees to any other Indebtedness of the Issuer or any Subsidiary Note Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such HolderHxxxxx’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee Guarantees in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement Agreements or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer Issuer, the Guarantors (as applicable) and the Trustee may amend this Indenture, the Securities, any Security Document or the Security Documents and the Intercreditor Subordination Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, of or premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,, 50 (viiivii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ixviii) modify any Subsidiary Guarantee Guarantees in any manner adverse to the Holders, (ix) expressly subordinate the Securities or any Guarantee in right of payment to any other Debt of the Issuer or any Guarantor other than with respect to First Priority Lien Obligations, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Subordination Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holdersholders of the Securities. Subject to Section 11.04, without the consent of the Holders holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this the Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders of Securities affected thereby a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer Notwithstanding Section 9.01 of this Indenture and subject to Section 9.06, the Issuer, the Guarantors, the Trustee and the Trustee Collateral Agent may amend or supplement this Indenture, the SecuritiesNotes, the Guarantees, the Security Documents and the Intercreditor Agreement with respect to the Securities any intercreditor agreement with the written consent of the Holders of at least a majority in principal amount of the Securities Notes then outstanding voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Notes), and, subject to Sections 6.04 and 6.07, any past or existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Notes, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, Notes, the Guarantees the Security Documents or any intercreditor agreement may be waived with the consent of the Holders of a majority of the then outstanding aggregate principal amount of Notes (including Additional Notes, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, any applicable series of Notes). Section 2.09 and Section 13.04 shall determine which Notes are considered to be "outstanding" for the Securities)purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security series of Notes affected, an amendment or waiver may not, with respect to any Notes held by a non-consenting Holder: (i) reduce the principal amount of Securities such Notes whose Holders must consent to an amendment,, supplement or waiver; (ii) reduce the principal of or change the fixed final maturity of any such Note or alter or waive the provisions with respect to the redemption of such Notes (other than provisions relating to Sections 4.06 and 4.08); (iii) reduce the rate of or extend change the time for payment of interest on any Security,Note; (iiiiv) reduce waive a Default in the payment of principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3premium, if any, or (b) reduce interest on the price payable upon redemption Notes, except a rescission of any Security or change acceleration of the time Notes by the Holders of at which any Security may be redeemed under Section 3.09 least a majority in aggregate principal amount of Notes and a waiver of the payment default that resulted from such acceleration, or in Section 4.18,respect of a covenant or provision contained in this Indenture or any Guarantee which cannot be amended or modified without the consent of all affected Holders; (v) make any Security Note payable in money other than that stated in such Security,Note; (vi) expressly subordinate make any change in the Securities provisions of this Indenture relating to waivers of past Defaults or any Subsidiary Guarantee the rights of Holders to any other Indebtedness receive payments of principal of or premium, if any, or interest on the Issuer or any Subsidiary Guarantor,Notes; (vii) make any change to this Section 9.02; (viii) impair the right of any Holder to receive payment of principal of, premium, if any, and or interest on such Holder’s Securities 's Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,'s Notes; (viiiix) make any change in Section 6.04 to or 6.07 or modify the second sentence ranking of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to Notes that would materially adversely affect the Holders, ; or (x) make except as expressly permitted by this Indenture, modify the Guarantees in any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect manner materially adverse to the Holders. Subject to Section 11.04In addition, without the consent of the Holders of Notes of at least two-thirds 66 2/3% in aggregate principal amount of the Securities Notes then outstanding, no amendment amendment, supplement or waiver may release all or substantially all of the Notes Collateral from the Lien of other than in accordance with this Indenture and the Security Documents with respect to the SecuritiesDocuments. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, Securities and the Security Documents and the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such HolderXxxxxx’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) except as expressly permitted by this Indenture, modify or release any Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Issuer, the Collateral Agent, the Guarantors and the Trustee may amend or supplement this Indenture, the Securities, the Security Documents and the Intercreditor Agreement with respect to Agreements, and may waive any provision thereof (including the Securities provisions of Section 4.08), with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange offer for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment amendment, supplement or waiver may not: (i) reduce the amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security,; (iii) reduce the principal of or change the Stated Maturity of any Security,Security (or reduce the amount of any payment of any installment of principal or change the due date in respect of the payment of any installment of principal); (aiv) reduce the premium payable upon the redemption or repurchase of any Security or change the time at which any Security may be redeemed or repurchased in accordance with Article 3, Section 4.06 or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,4.08; (v) make any Security payable in money currency other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee Guarantees in right of payment to any other Indebtedness of the Issuer or any Subsidiary Guarantor,Guarantor or adversely affect the priority of any Liens securing the Securities and the Guarantees, except as provided in the Intercreditor Agreements; (vii) impair the right of any Holder to receive payment of principal of, of or premium, if any, and interest on such Holder’s Securities on or after the due dates (or the due date in respect of the payment of any installment of principal) therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ix) modify any Subsidiary Guarantee Guarantees in any manner adverse to the Holders, ; or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture or the Intercreditor Agreements dealing with the application of gross proceeds of Notes Collateral that would adversely affect the Holdersnon-consenting Holders of the Securities. Subject to Section 11.04, without Without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstandingoutstanding or as otherwise provided in the Intercreditor Agreements, no amendment amendment, supplement or waiver may release all or substantially all of the Notes Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient supplement or waiver if such consent approves the substance thereof. (b) Upon the request of the Issuer, and upon receipt by the Trustee of the documents described in Section 9.05, the Trustee shall join with the Issuer in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into such modified or amended indenture that affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail provide to the Holders a written notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, Securities and the Security Documents and the Intercreditor Agreement with respect to the each series of Securities with the written consent of the Holders of at least a majority in principal amount of the Securities of such series then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security,, NY1:1657728.6 S- (vi) expressly subordinate the Securities or any Subsidiary Guarantee Guarantees to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Holxxx’x Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee Guarantees in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this the Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holdersholders of the Securities. Subject to Section 11.04, without the consent of the Holders holders of at least two-thirds in aggregate principal amount of the Securities of such series then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this the Indenture and the Security Documents with respect to the SecuritiesSecurities of such series. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Issuers, the Guarantors (as applicable) and the Trustee may amend this Indenture, the Securities, the any Security Documents and Document or the Intercreditor Agreement with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, of or premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viiivii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ixviii) except as expressly permitted by this Indenture, modify any Subsidiary Guarantee Note Guaranties in any manner adverse to the Holders, (ix) expressly subordinate the Securities or any Note Guaranty in right of payment to any other Indebtedness of the Issuers or any Guarantor, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement Security Documents or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holdersholders of the Securities. Subject to Section 11.04, without the consent of the Holders holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the SecuritiesDocuments. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer Issuers shall promptly mail to the Holders Holders, or deliver electronically if held by the Depository, a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer Notwithstanding Section 9.01 of this Indenture, the Issuers, the Guarantors and the Trustee may amend or supplement this Indenture, the Securities, Securities or the Security Documents and the Intercreditor Agreement with respect to the Securities Guarantees with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange for offer for, the Securities), and, subject to Sections 6.04 and 6.07, any past or existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities or the Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Securities). Section 2.09 and Section 11.06 shall determine which Securities are considered to be “outstanding” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder: (i) reduce the principal amount of such Securities whose Holders must consent to an amendment,, supplement or waiver; (ii) reduce the principal of or change the fixed final maturity of any such Security or alter or waive the provisions with respect to the redemption of such Securities (other than provisions relating to Sections 4.06 and 4.08); (iii) reduce the rate of or extend change the time for payment of interest on any Security,; (iiiiv) reduce waive a Default in the payment of principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3premium, if any, or (b) reduce interest on the price payable upon redemption Securities, except a rescission of any Security or change acceleration of the time Securities by the Holders of at which any Security may be redeemed under Section 3.09 least a majority in aggregate principal amount of the Securities and a waiver of the payment default that resulted from such acceleration, or in Section 4.18,respect of a covenant or provision contained in this Indenture or any Guarantee which cannot be amended or modified without the consent of all affected Holders; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate make any change in the Securities provisions of this Indenture relating to waivers of past Defaults or any Subsidiary Guarantee the rights of Holders to any other Indebtedness receive payments of principal of or premium, if any, or interest on the Issuer or any Subsidiary Guarantor,Securities; (vii) make any change to this Section 9.02; (viii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiiix) make any change in Section 6.04 to or 6.07 or modify the second sentence ranking of this Section 9.02,the Securities that would materially adversely affect the Holders; or (ixx) except as expressly permitted by this Indenture, modify the Guarantee of any Subsidiary Guarantee Significant Subsidiary, or any group of Restricted Subsidiaries that, taken together (as of the latest audited consolidated financial statements for the Company), would constitute a Significant Subsidiary, in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer Issuers shall promptly mail send to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer and the Trustee may amend this Indenture, the Securities, the Security Documents and the Intercreditor Agreement Agreements with respect to the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of interest on any Security, (iii) reduce the principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18, (v) make any Security payable in money other than that stated in such Security, (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities, (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, any Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Company and the Trustee Trustee, Collateral Agent, Paying Agent, Registrar and Authentication Agent may amend this Indenture, the Securities, the Security Documents and the Intercreditor Agreement with respect to Indenture or the Securities with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for Securities) and any past default or compliance with any provision of this Indenture, the Securities, the Guarantees or the Security Documents may be waived with the consent of the Holders of a majority in principal amount of the Securities then outstanding (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange for, the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment may not: (i) reduce the amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security,; (iii) reduce the principal of or change the Stated Maturity of any Security,; (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (vii) impair the right of any Holder to receive payment of of, principal of, premium, if any, and interest on such Holder’s Securities on or after the date due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiivii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,9.02(a); (viii) expressly subordinate the Securities or any Guarantee or otherwise modify the ranking thereof to any other Indebtedness of the Company or any Guarantor; (ix) modify any Subsidiary Guarantee the Guarantees in any manner adverse to the Holders, ; or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent Holder of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. . (b) Notwithstanding the requirements of Sections 9.02(a) and (b), any amendment to, or waiver of, the provisions of this Indenture, any Security Document or any other indenture governing Permitted Additional Pari Passu Obligations that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Securities or otherwise modifies the Intercreditor Agreement or other Security Documents in any manner adverse in any material respect to the Holders of the Securities will require the consent of the Holders of at least 66 2/3% in aggregate principal amount of the Securities and any Permitted Additional Pari Passu Obligations then outstanding. (c) After an amendment under this Section 9.02 becomes effective, the Issuer Company shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Issuer, the Collateral Agent, the Guarantors and the Trustee may amend or supplement this Indenture, the Securities, the Guarantees, the Security Documents and the Intercreditor Agreement Agreements, and may waive any provision thereof (including any past default or compliance with respect to any such provisions or the Securities provisions of Section 4.08), with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment amendment, supplement or waiver may not: (i) reduce the principal amount of Securities whose Holders must consent to an amendment,, supplement or waiver; (ii) reduce the rate of or extend the time for payment of interest on any Security,; (iii) reduce the principal of or change the Stated Maturity of any Security,Security (or the due date in respect of the payment of any installment of principal); (aiv) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee Guarantees in right of payment to any other Indebtedness of the Issuer or any Subsidiary Guarantor,Guarantor or adversely affect the priority of any Liens securing the Securities and the Guarantees, except as provided in the Intercreditor Agreement; (vii) impair make any change in the right provisions of any this Indenture entitling each Holder to receive payment of principal of, of or premium, if any, and interest on such Holder’s Securities on or after the due dates (or the due date in respect of the payment of any installment of principal) therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viii) eliminate or modify in any manner the obligations of a Guarantor with respect to its Guarantee, that adversely affects the Holders in any material respect, except as contemplated by this Indenture; (ix) make any change in Section 6.04 or 6.07 the provisions in this Indenture or the second sentence Intercreditor Agreements dealing with the application of this Section 9.02, (ix) modify any Subsidiary Guarantee in any manner adverse to proceeds of Notes Collateral that would adversely affect the Holders, Holders of the Securities; or (x) make any change in Section 6.04 or the provisions in the Escrow Agreement, Intercreditor Agreement or second sentence of this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the HoldersSection 9.02. Subject to Section 11.04, without Without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstandingoutstanding or as otherwise provided in this Indenture, the Security Documents and the Intercreditor Agreements, no amendment amendment, supplement or waiver may release all or substantially all of the Notes Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, supplement or waiver, but it shall be sufficient if such consent approves the substance thereof. . (b) After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail provide to the Holders a written notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer Notwithstanding Section 9.01 of this Indenture, the Issuer, the Guarantors and the Trustee may amend or supplement this Indenture, the Securities, Securities or the Security Documents and the Intercreditor Agreement with respect to the Securities Guarantees with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a purchase of, or tender offer or exchange for offer for, the Securities), and, subject to Sections 6.04 and 6.07, any past or existing Default or Event of Default (other than a Default or Event of Default in the payment of the principal of, premium, if any, or interest on the Securities, except a payment default resulting from an acceleration that has been rescinded) or compliance with any provision of this Indenture, the Securities or the Guarantees may be waived with the consent of the Holders of a majority in aggregate principal amount of the then outstanding Securities (including Additional Securities, if any) voting as a single class (including consents obtained in connection with the purchase of, or tender offer or exchange offer for, the Securities). Section 2.09 and Section 11.06 shall determine which Securities are considered to be “outstanding” for the purposes of this Section 9.02. However, without the consent of each Holder of an outstanding Security affected, an amendment or waiver may not, with respect to any Securities held by a non-consenting Holder: (i) reduce the principal amount of such Securities whose Holders must consent to an amendment,, supplement or waiver; (ii) reduce the principal of or change the fixed final maturity of any such Security or alter or waive the provisions with respect to the redemption of such Securities (other than provisions relating to Sections 4.06 and 4.08); (iii) reduce the rate of or extend change the time for payment of interest on any Security,; (iiiiv) reduce waive a Default in the payment of principal of or change the Stated Maturity of any Security, (a) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed in accordance with Article 3premium, if any, or (b) reduce interest on the price payable upon redemption Securities, except a rescission of any Security or change acceleration of the time Securities by the Holders of at which any Security may be redeemed under Section 3.09 least a majority in aggregate principal amount of the Securities and a waiver of the payment default that resulted from such acceleration, or in Section 4.18,respect of a covenant or provision contained in this Indenture or any Guarantee which cannot be amended or modified without the consent of all affected Holders; (v) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate make any change in the Securities provisions of this Indenture relating to waivers of past Defaults or any Subsidiary Guarantee the rights of Holders to any other Indebtedness receive payments of principal of or premium, if any, or interest on the Issuer or any Subsidiary Guarantor,Securities; (vii) make any change to this Section 9.02; (viii) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiiix) make any change in Section 6.04 to or 6.07 or modify the second sentence ranking of this Section 9.02,the Securities that would materially adversely affect the Holders; or (ixx) except as expressly permitted by this Indenture, modify the Guarantee of Holdings, Intermediate Holdings or any Subsidiary Guarantee Significant Subsidiary, or any group of Restricted Subsidiaries that, taken together (as of the latest audited consolidated financial statements for the Issuer), would constitute a Significant Subsidiary, in any manner adverse to the Holders, or (x) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient if such consent approves the substance thereof. After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail to the Holders a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. (a) The Issuer Issuer, the Collateral Agent, the Guarantors and the Trustee may amend or supplement this Indenture, the Securities, the Security Documents and the Intercreditor Agreement with respect to Agreements, and may waive any provision thereof (including the Securities provisions of Section 4.08), with the written consent of the Holders of at least a majority in principal amount of the Securities then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange offer for the Securities). However, without the consent of each Holder of an outstanding Security affected, an amendment amendment, supplement or waiver may not: (i) reduce the amount of Securities whose Holders must consent to an amendment,; (ii) reduce the rate of or extend the time for payment of interest on any Security,Security or make any change to Paragraph 1(c) of the Securities (or Paragraph 1(c) of the form of Security set forth in Exhibit A); (iii) reduce the principal of or change the Stated Maturity of any Security,Security (or reduce the amount of any payment of any installment of principal or change the due date in respect of the payment of any installment of principal); (aiv) reduce the premium payable upon the redemption or repurchase of any Security or change the time at which any Security may be redeemed or repurchased in accordance with Article 3, 3 or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,4.08; (v) make any Security payable in money currency other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee Guarantees in right of payment to any other Indebtedness of the Issuer or any Subsidiary Guarantor,Guarantor or adversely affect the priority of any Liens securing the Securities and the Guarantees, except as provided in the Intercreditor Agreements; (vii) impair the right of any Holder to receive payment of principal of, of or premium, if any, and interest on such Holder’s Securities on or after the due dates (or the due date in respect of the payment of any installment of principal) therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viii) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ix) make any change to the definition of “Additional Securities Triggering Event,” “JATENZO®” or “JATENZO® Net Sales”; (x) modify any Subsidiary Guarantee Guarantees in any manner adverse to the Holders, ; or (xxi) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture or the Intercreditor Agreements dealing with the application of gross proceeds of Notes Collateral that would adversely affect the HoldersHolders of the Securities. Subject to Section 11.04, without Without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstandingoutstanding or as otherwise provided in the Intercreditor Agreements, no amendment amendment, supplement or waiver may release all or substantially all of the Notes Collateral from the Lien of this Indenture and the Security Documents with respect to the Securities. Without the consent of the Holders of at least 90% in aggregate principal amount of the Securities then outstanding, an amendment, supplement or waiver may not make any change in Section 4.19. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, but it shall be sufficient supplement or waiver if such consent approves the substance thereof. . (b) After an amendment under this Section 9.02 becomes effective, the Issuer shall promptly mail provide to the Holders a written notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of an amendment under this Section 9.02.

With Consent of the Holders. The Issuer Except as otherwise provided in Section 9.01 or this Section 9.02, the Issuer, the Trustee, and the Trustee Collateral Agent may amend this Indenture, the Securities, the Guarantees or the Security Documents and the Intercreditor Agreement with respect to the Securities Documents, with the written consent of the Holders of at least a majority in aggregate principal amount of the Securities then outstanding voting as a single class (including including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for the Securities) and any existing or past default or compliance with any provisions of such documents may be waived with the consent of the Holders of a majority in principal amount of the Securities then outstanding (including, without limitation, consents obtained in connection with the purchase of, or tender offer or exchange offer for, Securities). However, without the consent of each Holder of an outstanding Security affected, an no amendment may not:(with respect to any Securities held by a non-consenting Holder): (ia) reduce the percentage of the aggregate principal amount of Securities whose Holders must consent to an amendment,, supplement or waiver; (iib) reduce the rate of or extend the time for payment of interest interest, if any, on any Security,; (iiic) reduce the principal of or change the Stated Maturity of any Security,; provided that an extension, limited to a maximum of six months, to the Escrow End Date then applicable to the Securities shall not constitute a change to the Stated Maturity of any Security, which extension shall require only the consent of the Holders of at least a majority in aggregate principal amount of the Securities then outstanding, if the Issuer determines, in its reasonable judgment, that the ProQuest Acquisition will not be consummated on or prior to the then-applicable Escrow End Date, but will be consummated on or prior to such extended Escrow End Date; (ad) reduce the premium payable upon the redemption of any Security or change the time at which any Security may be redeemed at the option of the Issuer in accordance with Article 3, or (b) reduce the price payable upon redemption of any Security or change the time at which any Security may be redeemed under Section 3.09 or in Section 4.18,; (ve) make any Security payable in money other than that stated in such Security,; (vi) expressly subordinate the Securities or any Subsidiary Guarantee to any other Indebtedness of the Issuer or any Subsidiary Guarantor, (viif) impair the right of any Holder to receive payment of principal of, premium, if any, and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Securities,; (viiig) make any change in Section 6.04 or 6.07 or the second sentence of this Section 9.02,; (ixh) expressly subordinate the Securities or any Guarantee related thereto or otherwise modify the ranking thereof to any other Indebtedness of the Issuer or any Guarantor; or (i) modify any Subsidiary Guarantee the Guarantees in any manner adverse to the Holders, or Holders other than as contemplated in Sections 11.02(b) and (xc) make any change in the provisions in the Escrow Agreement, Intercreditor Agreement or this Indenture dealing with the application of gross proceeds of Collateral that would adversely affect the Holders. Subject to Section 11.04, without the consent of the Holders of at least two-thirds in aggregate principal amount of the Securities then outstanding, no amendment or waiver may release all or substantially all of the Collateral from the Lien of this Indenture and the Security Documents with respect to the Securitieshereof. It shall not be necessary for the consent of the Holders under this Section 9.02 to approve the particular form of any proposed amendment, waiver or consent, but it shall be sufficient if such consent approves the substance thereof. After For the avoidance of doubt, no amendment to, or deletion of any of the covenants described under Article 4 or Section 5.01, shall be deemed to impair or affect any rights of Holders to receive payment of principal of, or premium, if any, or interest on, the Securities. Upon the request of the Issuer accompanied by a resolution of the Board of Directors of the Issuer authorizing the execution of any supplemental indenture entered into to effect any such amendment, supplement or waiver, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee, subject to its rights in Section 9.06, shall join with the Issuer in the execution of such supplemental indenture. In the event that Holders of at least a majority in aggregate principal amount of the Securities then outstanding consent to an amendment under this extension, limited to a maximum of six months, to the then-applicable Escrow End Date as contemplated by the proviso in Section 9.02 becomes effective9.02(c), the Issuer and the Trustee may amend the Escrow Agreement in a consistent manner to reflect such extension of the Escrow End Date, and such amendment shall promptly mail be permitted by the terms of this Indenture, the Securities and the Escrow Agreement, provided the Issuer delivers an Officer’s Certificate and an Opinion of Counsel (which may be subject to customary assumptions and exclusions) to the Holders a notice briefly describing Trustee and the Escrow Agent certifying that the Trustee and the Escrow Agent, as applicable, are authorized to enter into such amendment. The failure to give such notice to In addition, without the consent of the Holders of at least 66⅔% in principal amount of the Securities then outstanding, no amendment, supplement or waiver may modify any Security Document or the provisions in this Indenture dealing with the Collateral or the Security Documents that would have the impact of releasing all Holders, or any defect therein, shall not impair substantially all of the Collateral from the Liens of the Security Documents (except as permitted by the terms of this Indenture and the Security Documents) or affect change or alter the validity priority of an amendment under this Section 9.02the security interests in the Collateral.