Common use of With Consent of the Noteholders Clause in Contracts

With Consent of the Noteholders. (a) Except as provided in Section 12.1, the provisions of this Base Indenture and any Indenture Supplement (except as otherwise set forth in such Indenture Supplement) may from time to time be amended, modified or waived, if (i) such amendment, modification or waiver is in writing and is consented to in writing by the Issuer, the Indenture Trustee and, unless otherwise specified in an Indenture Supplement for a Series of Notes, the Requisite Noteholders and (ii) the Rating Agency Condition is satisfied with respect to such amendment, modification, or waiver; provided, that, if any such amendment, modification or waiver does not materially adversely affect the Noteholders of one or more, but not all, Series of Notes (as substantiated by an Officer’s Certificate of the Issuer to such effect), any such Series of Notes that is not materially adversely affected by such amendment, modification or waiver shall be deemed not to be Outstanding for purposes of obtaining such consent (and the related calculation of Requisite Noteholders shall be modified accordingly).

With Consent of the Noteholders. (a) Except as provided in Section 12.1, the provisions of this Base Indenture and any Indenture Series Supplement (except as unless otherwise set forth provided in such Indenture Series Supplement) and each other Related Document to which the Issuer is a party may from time to time be amended, modified or waived, if (i) such amendment, modification or waiver is in writing and is consented to in writing by the Issuer, the Indenture Trustee andTrustee, unless otherwise specified in an Indenture Supplement for any applicable Enhancement Provider, and the Requisite Investors (or the Required Noteholders of a Series of Notes, in respect of any amendment, modification or waiver of or to this Base Indenture, the Requisite Noteholders and (ii) the Rating Agency Condition is satisfied Series Supplement with respect to such amendmentSeries of Notes or any Related Document which affects only the Noteholders of such Series of Notes and does not affect the Noteholders of any other Series of Notes, modification, or waiveras substantiated by an Opinion of Counsel to such effect); provided, thatthat no consent of Noteholders shall be required to any amendment, modification or waiver of or to any Related Document if any such amendment, modification or waiver does not materially adversely affect in any material respect the Noteholders of one or more, but not all, any Series of Notes (as substantiated by an Officer’s Certificate Opinion of the Issuer Counsel to such effect), any such ) and provided further that the Rating Agency Confirmation Condition is satisfied with respect to each affected Series of Notes that is not materially adversely affected by such amendment, modification or waiver shall be deemed not to be Outstanding for purposes of obtaining such consent (and Notes. Notwithstanding the related calculation of Requisite Noteholders shall be modified accordingly).foregoing:

With Consent of the Noteholders. (a) Except as provided in Section 8.23, 9.4 and 12.1, the provisions of this Base Indenture and any Indenture Series Supplement (except as unless otherwise set forth provided in such Indenture Series Supplement) and each other Related Document to which ARG is a party may from time to time be amended, modified or waived, if (i) such amendment, modification or waiver is in writing and is consented to in writing by the IssuerARG, the Indenture Trustee andTrustee, unless otherwise specified in an Indenture any applicable Enhancement Provider and the Required Noteholders of each Outstanding Series of Notes; provided that, if such amendment, modification or waiver of or to this Indenture, the Series Supplement for with respect to a Series of NotesNotes or any Related Document does not affect the Noteholders of a particular Series of Notes (as substantiated by an Opinion of Counsel to such effect), then the Requisite consent of the Noteholders and (ii) the Rating Agency Condition is satisfied with respect of such Series shall not be required to such amendment, modification, modification or waiver; providedprovided further, thatthat no consent of Noteholders shall be required to any amendment, modification or waiver of or to any Related Document if any such amendment, modification or waiver does not materially adversely affect in any material respect the Noteholders of one or more, but not all, any Series of Notes (as substantiated by an Officer’s Certificate Opinion of the Issuer Counsel to 79 79 such effect), any such ) and provided further that the Rating Agency Confirmation Condition is satisfied with respect to each affected Series of Notes that is not materially adversely affected by such amendment, modification or waiver shall be deemed not to be Outstanding for purposes of obtaining such consent (and Notes. Notwithstanding the related calculation of Requisite Noteholders shall be modified accordingly).foregoing: