Common use of Without Consent of Holders of Notes Clause in Contracts

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Dominos Pizza Government Services Division Inc), Indenture (Dominos Inc), Indenture (Dominos Pizza Government Services Division Inc)

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Without Consent of Holders of Notes. Notwithstanding Section 9.02 8.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes Collateral Documents without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the NoteNotes; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations provisions set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its their respective Board of Directors Directors, as the case may be, authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 8.06 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Comdisco Holding Co Inc), Indenture (Comdisco Holding Co Inc), Indenture (Comdisco Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyConsoltex Group, the Guarantors Consoltex USA, any Guarantor and the Trustee Trustee, as applicable, may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' and the Guarantors' obligations to the Holders of the Notes by in the case of a successor to the Company merger or a Guarantor consolidation pursuant to Article 5 Five or Article 11 10 hereof; (d) to provide for additional Guarantors or the release of Guarantors pursuant to the terms of this Indenture; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;Holder; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Consoltex Group, Consoltex USA or any Guarantor, as applicable, accompanied by a resolution of its the Board of Directors of Consoltex Group, Consoltex USA and each Guarantor, as the case may be, authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 11.04 hereof, the Trustee shall join with Consoltex Group, Consoltex USA and each Guarantor, as the Company and the Guarantors case may be, 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 any such amended or supplemental Indenture that adversely affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Consoltex Usa Inc), Indenture (Consoltex Inc/ Ca), Indenture (Consoltex Inc/ Ca)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 8.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes Collateral Documents without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;Notes; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its their respective Board of Directors Directors, as the case may be, authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 8.06 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Comdisco Holding Co Inc), Indenture (Comdisco Holding Co Inc), Indenture (Comdisco Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (gf) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Global Crossing LTD LDC), Indenture (Global Crossing Holdings LTD), Indenture (Global Crossing LTD)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's (and Guarantors') obligations to the Holders of the Notes by in the case of a successor to merger or consolidation or sale of all or substantially all of the Company or a Guarantor Company's (and Guarantors') assets pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; and (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.02(b) hereof, the Trustee shall join with the Company and the Guarantors Guarantors, if any, 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 3 contracts

Samples: Indenture (Finlay Enterprises Inc /De), Indenture (Finlay Fine Jewelry Corp), Indenture (Finlay Fine Jewelry Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, (i) the CompanyCompany and any Guarantor, the Guarantors if applicable, and (ii) the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes Guarantee Obligations without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including including, without limitation, the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for Guarantees of the issuance Notes and the execution of Additional Notes License Holding Subsidiary Pledge Agreements in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the NotesSection 4.13. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Nextwave Personal Communications Inc), Indenture (Nextwave Personal Communications Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 11.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 7 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional additional Notes in accordance with pursuant to the limitations purchasers option set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the NotesPurchase Agreement. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 9.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Emcore Corp), Indenture (Emcore Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture9.2 hereof, the Company, the Guarantors Company and the Trustee together may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: Note (ai) to cure any ambiguity, omission, defect or inconsistency; , (bii) to provide for uncertificated Notes in addition to or in place of certificated Notes, (iii) to provide for the assumption of the Company obligations to Holders of such Notes in the case of a merger or consolidation pursuant to alter the provisions of Article 2 hereof V, (including the related definitions) in a manner that does not materially adversely affect any Holder; (civ) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; such Notes, (dv) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder such Holder, (vi) to add covenants for the benefit of the Note; Holders or to surrender any right or power conferred upon the Company or (evii) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this the Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Company, accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof9.6, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture that indenture which adversely affects its own rights, duties or immunities under this Indenture hereunder or otherwise.

Appears in 2 contracts

Samples: Indenture (Versatel Telecom International N V), Indenture (Versatel Telecom International N V)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: : (a) to cure any ambiguity, omission, defect or inconsistency; , (b) to provide for the assumption of the obligations of the Company or any Subsidiary Guarantor under this Indenture by a Successor upon the merger, consolidation or sale or other disposition of all or substantially all of the assets of the Company or such Subsidiary Guarantor, (c) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; Notes, (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; security for Notes, (e) to reflect the release of any Subsidiary Guarantor from its Subsidiary Guarantee, or the addition of any Subsidiary of the Company as a Subsidiary Guarantor, in the manner provided in this Indenture, (f) to comply with requirements of the SEC in order any requirement to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or , (g) to allow add covenants or Events of Default, (h) to establish the form or terms of Notes or (i) to make any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to change that does not adversely affect the Notesinterests of any Holder of Notes in any material respect. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing relating to the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties duties, liabilities or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Ocean Energy Inc), Indenture (Ocean Energy Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Guarantors, if any, and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Amkor Technology Inc), Indenture (Amkor Technology Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Guarantors, if any, and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for make any change necessary to make this Indenture, the Notes or the Notes Guarantee, as applicable, consistent with the disclosure under the caption "Description of Notes" in the final prospectus supplement relating to the initial issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereofNotes; or (g) to allow permit any Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Amkor International Holdings, LLC), Indenture (Amkor Technology Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyIssuers (or as it relates to the Notes of a series, the Guarantors Applicable Issuers) and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of any series without the consent of any Holder of a NoteNote of such series: (a1) to cure any ambiguity, mistake, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for or confirm the issuance of additional Notes; (4) provide for the assumption of the Company's or any Guarantor's Applicable Issuers’ obligations to Holders in the Holders case of a merger or consolidation or sale of all or substantially all of the Notes by a successor to assets of the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof5; (d5) to make any change that would provide any additional rights or benefits to the Holders of the Notes any series or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e6) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIATIA or otherwise as necessary to comply with applicable law; (f7) to provide make any change for the issuance of Additional any series of Notes including with respect to the terms thereof that would provide any additional rights or benefits to Holders of any series or that does not adversely affect the legal rights under this Indenture of any such Holder; (8) conform this Indenture, as amended and supplemented, or the Notes, as amended or supplemented, to the description and terms of such Notes in accordance with the limitations set forth in this Indenture as offering memorandum, prospectus supplement or other offering document applicable to such Notes at the time of the date hereofinitial sale thereof; (9) change or eliminate any of the provisions of this Indenture; provided that any such change or elimination shall become effective only when there is no outstanding Notes of any series created prior to the execution of such supplemental indenture that is entitled to the benefit of such provision and as to which such supplemental indenture would apply; or (g10) to allow any Guarantor to execute evidence and provide for the acceptance of appointment hereunder by a supplemental indenture and/or a Subsidiary Guarantee successor Trustee with respect to one or more series of Notes and to add to or change any of the Notesprovisions of this Indenture as shall be necessary for or to facilitate the administration of the trusts hereunder by more than one Trustee. Upon the request of the Company Issuers accompanied by a resolution of its their respective boards of directors or the Board of Directors of CCI authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee an Officers’ Certificate and an Opinion of the documents described in Counsel pursuant to Section 7.02 hereof9.06, the Trustee shall join with the Company and the Guarantors Issuers in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Charter Communications, Inc. /Mo/), Indenture (Cco Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 7.02 of this First Supplemental Indenture, but subject to the provisions of Article 8 hereof, the Company, the Guarantors and the Trustee may amend or supplement this IndentureFirst Supplemental Indenture , the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 of the Base Indenture or Article 11 hereof9 of this First Supplemental Indenture; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this the Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this the Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereofof the Base Indenture, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this the 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this the Indenture or otherwise.

Appears in 2 contracts

Samples: First Supplemental Indenture (Entercom Communications Corp), Supplemental Indenture (Entercom Radio LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Notes, the Note Guarantees or the Notes Collateral Documents without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of either of the Company's or any Guarantor's Issuers’ obligations to the Holders of Notes in the Notes by case of a successor to the Company merger or a Guarantor pursuant to Article 5 consolidation or Article 11 hereofsale of all or substantially all of that Issuers’ assets; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date enter into additional or supplemental Collateral Documents pursuant to Sections 4.10, 4.11 and 10.11 hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its Board their Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company Issuers and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Amended and Restated Indenture (NGA Holdco, LLC), Investment Agreement (Shreveport Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for or confirm the assumption issuance of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofAdditional Notes; (d) to provide for the assumption of either Issuer's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of such Issuer pursuant to Article 5; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;Holder; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesapplicable law. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Charter Communications Inc /Mo/), Indenture (Charter Communications Inc /Mo/)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Noteto: (a1) to cure any ambiguity, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for the assumption of the Company's obligations of the Company and/or a Subsidiary Guarantor to Holders in the case of a merger, consolidation, or any amalgamation or sale of all or substantially all of the assets of the Company and/or a Subsidiary Guarantor's obligations ; provided, however, that the Company shall deliver to the Trustee (a) an opinion of United States counsel to the effect that Holders of the Notes will not recognize income, gain or loss for U.S. federal income tax purposes as a result of such assumption by a successor corporation and will be subject to U.S. federal income tax on the same amount and in the same manner and at the same times as would have been the case if such assumption had not occurred, and (b) an Opinion of Counsel in Canada to the Company effect that Holders will not recognize income, gain or loss for Canadian federal tax purposes as a Guarantor pursuant result of such assumption by a successor corporation and will be subject to Article 5 or Article 11 hereofCanadian federal taxes (including withholding taxes) on the same amounts, in the same manner and at the same times as would have been the case if such assumption had not occurred; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e5) add additional guarantees with respect to comply with requirements of the SEC in order to effect Notes or maintain release Subsidiary Guarantors from Subsidiary Guarantees as provided or permitted by the qualification terms of this Indenture under the TIAIndenture; (f6) to provide for the issuance of Additional Notes in accordance with this Indenture; (7) to conform the limitations text of this Indenture or the Notes to any provision of the “Description of Notes” section of the Final Offering Memorandum for the Notes, dated June 3, 2013, to the extent that such provision in such “Description of Notes” section was intended to be a verbatim recitation of a provision of this Indenture or the Notes, as set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwisean Officer’s Certificate.

Appears in 2 contracts

Samples: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, without the Companyconsent of any Holder of Notes, Parent, the Issuer, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Notes, the Note Guarantees or the Notes without the consent of any Holder of a NoteSecurity Documents: (a1) to cure any ambiguity, omission, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for the assumption of Parent's, the CompanyIssuer's or any a Subsidiary Guarantor's obligations to the Holders of Notes and Note Guarantees in the Notes by case of a successor to merger or consolidation or sale of all or substantially all of Parent's, the Company Issuer's or a Guarantor pursuant to Article 5 or Article 11 hereofsuch Subsidiary Guarantor's assets, as applicable; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notesuch Holder; (e5) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f6) to conform the text of this Indenture, the Note Guarantees or the Notes to any provision of the "Description of the Notes" section of the Offering Memorandum to the extent that such provision in that "Description of the Notes" was intended to be a verbatim recitation of a provision of this Indenture, the Note Guarantees or the Notes; (7) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.;

Appears in 2 contracts

Samples: Indenture (Swift Transportation Co Inc), Indenture (Swift Transportation Co Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 hereof, without the consent of this Indentureany Holder, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Noteto: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Definitive Notes or to alter (provided that the provisions uncertificated Notes are issued in registered form for purposes of Article 2 hereof (including Section 163(f) of the related definitions) in a manner that does not materially adversely affect any HolderU.S. Internal Revenue Code of 1986, as amended); (c) to provide for the assumption of the Company's or any Guarantor's Issuer’s obligations to the Holders of the Notes by a successor to the Company Issuer in the case of a merger or a Guarantor consolidation or sale of all or substantially all of the Issuer’s assets pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notesuch Holder; (e) to comply with requirements of conform the SEC in order to effect or maintain the qualification text of this Indenture under or the TIANotes to any provision of the “Description of the Notes” in the Issuer’s Offering Memorandum dated as of September 13, 2017, relating to the offering of the Initial Notes, to the extent that such provision in the “Description of the Notes” was intended to be a verbatim recitation of a provision of this Indenture or the Notes, which intent may be evidenced by an Officer’s Certificate to that effect; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereofof this Indenture; (g) evidence and provide for the acceptance of appointment by a successor Xxxxxxx; (h) comply with the procedures of DTC, Euroclear or Clearstream; (i) allow a Person to Guarantee the Issuer’s obligations under this Indenture and the Notes by executing a supplemental indenture with respect to the Notes (or to release any such Person from such a Guarantee as provided or permitted by the terms of this Indenture and such Guarantee); or (gj) provide for the Notes to allow any Guarantor become secured (or to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to release such security as permitted by this Indenture and the Notesapplicable security documents). Upon the request of the Company Issuer accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section Sections 7.02 and 11.02 hereof, the Trustee shall join with the Company and the Guarantors Issuer in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of one or more Series without the consent of any Holder of a Note: (a1) to cure any ambiguity, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes of a given Series by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes of a given Series or that does not adversely affect the legal rights hereunder of any Holder of the Notea Note of such Series; (e5) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f6) to provide for the issuance of Additional and establish the form and terms and conditions of Notes in accordance of any Series as permitted by this Indenture; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the limitations set forth in Notes of one or more Series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the date hereoftrusts hereunder by more than one Trustee; or (g) 8) to allow comply with the rules of any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to securities exchange or automated quotation system on which the NotesNotes of such Series may be listed or traded. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section Sections 7.02 and 9.06 hereof, the Trustee shall will join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 will not be obligated to enter into such amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Genco Shipping & Trading LTD), Indenture (Genco Shipping & Trading LTD)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to add additional guarantees with respect to the Notes, including any new Note Guarantees; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its their respective Board of Directors Managers or Board of Directors, as the case may be, authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 2 contracts

Samples: Indenture (Alliance Laundry Holdings LLC), Indenture (Alliance Laundry Holdings LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees any supplemental indenture executed pursuant to Article 11 hereof or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofcorporation; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request receipt of the Company an Officers' Certificate accompanied by a resolution of its the Company's Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the other documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Panther Transport Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (gf) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Interep National Radio Sales Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors Company and the Trustee Trustee, at any time and from time to time, may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderHolders; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by in case of a successor to merger, consolidation or sale of all or substantially all of the Company or a Guarantor pursuant to Article 5 or Article 11 hereofCompany's assets; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the NoteNotes; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for add a Guarantor with respect to the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereofNotes; or (g) to allow any Guarantor to execute evidence and provide the acceptance of the appointment of a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notessuccessor trustee. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Anc Rental Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for or confirm the assumption issuance of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofAdditional Notes; (d) to provide for the assumption of either Issuer's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of such Issuer pursuant to Article 5; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;such Holder; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes77 84 applicable law. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 1.01(17)(b) of this Supplemental Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this the Indenture, the Subsidiary Guarantees this Supplemental Indenture or the Notes without the consent of any Holder of a Note: (ai) to cure any ambiguity, defect or inconsistency; (bii) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 4 of the Indenture or Article 2 hereof of this Supplemental Indenture (including the related definitions) in a manner that does not materially adversely affect any Holder; (ciii) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 Section 1.9 or Article 11 hereofSection 9.2 of the Indenture; (div) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (ev) to provide for the issuance of additional Notes to a maximum of $350.0 million aggregate principal amount pursuant to Section 1.01(2) of this Supplemental Indenture and in accordance with the provisions of Sections 2.2 and 3.1 of the Indenture; (vi) to comply with requirements of the SEC in order to effect or maintain the qualification of this the Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (gvii) to allow any Guarantor to execute evidence and provide for the acceptance of appointment hereunder by a supplemental indenture and/or a Subsidiary Guarantee successor Trustee with respect to the Notes and to add to or change any of the provisions of the Indenture, as it relates to the Notes, or this Supplemental Indenture as shall be necessary to provide for or facilitate the administration of the trusts under the Indenture by more than one Trustee, pursuant to the requirements of Section 7.11(b) of the Indenture. Upon the request of the Company accompanied by a resolution of its Board of Directors Directors, or an officer or officers duly authorized by the Board of Directors, authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof10.3 of the Indenture, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture indenture authorized or permitted by the terms of this Supplemental 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 amended or supplemental Indenture indenture that adversely affects its own rights, duties or immunities under the Indenture, this Supplemental Indenture or otherwise.

Appears in 1 contract

Samples: Supplemental Indenture (Polaroid Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes, the Parent Guarantee or the Notes Subsidiary Guarantee without the consent of any Holder of a Note: (a) to change a notice address or to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance acceptance of Additional Notes in accordance with the limitations set forth in appointment under this Indenture as of a successor Trustee with respect to the date hereofNotes issued hereunder; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Parent Guarantee or Subsidiary Guarantee Guarantee, as applicable, with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Appleton Papers Inc/Wi)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Guarantor and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees as it relates to any series of Notes, or the Notes Notes, of such series, without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency, provided that such actions do not materially adversely affect the interests of the Holders of the Notes; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes by in the case of a successor to the Company merger or a Guarantor consolidation pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially adversely affect the legal rights hereunder of any Holder of the NoteNotes; (e) to evidence and provide for the acceptance of the appointment by a successor Trustee with respect to the Notes; or (f) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors Guarantor 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (General Motors Financial Company, Inc.)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure secure any ambiguity, defect or inconsistencyNotes; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (dc) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (d) to cure any ambiguity, defect or inconsistency; (e) to comply transfer, assign, mortgage or pledge any property to or with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIATrustee; (f) to provide for the issuance of issue Additional Notes in accordance with any aggregate principal amount as contemplated by Section 2.01(e), all of which shall have the limitations set forth in this Indenture same terms, including interest and maturity date, as of the date hereofNotes; orand (g) to allow any Guarantor to execute evidence the acceptance of appointment by a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notessuccessor trustee. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Hughes Electronics Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of Notes in the Notes by case of a successor to merger or consolidation or sale of all or substantially all of the assets of the Company or a Guarantor pursuant to Article 5 or Article 11 hereof5; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIATIA or otherwise as necessary to comply with applicable law; (f) to provide for make provision with respect to the issuance conversion rights of Additional Holders of Notes in accordance pursuant to Section 10.11 or to make provision with respect to the limitations set forth in this Indenture as repurchase rights of the date hereofHolders of Notes pursuant to Section 11.04; or (g) to allow any Guarantor to execute evidence and provide for the acceptance of appointment hereunder by a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notessuccessor Trustee. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications Inc /Mo/)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Bulls Eye Marketing Inc /Ca/)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC or in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Xm Satellite Radio Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 10.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 Section 5.06 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 Sections 11.04 and 11.05 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Covad Communications Group Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 10.02 of this First Supplemental Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees First Supplemental Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistencyinconsistency that does not adversely affect in any material respect the rights hereunder of any Holder of the Notes; (b) to provide for uncertificated certificated Notes in addition to or in place of certificated uncertificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 6 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect in any material respect the legal rights hereunder of any Holder of the NoteNotes; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this First Supplemental Indenture under the TIA;; or (f) to evidence and provide for the issuance acceptance of Additional Notes in accordance with the limitations set forth in appointment under this First Supplemental Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notessuccessor Trustee. Upon the written request of the Company accompanied by by, to the extent necessary, a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 8.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture indenture authorized or permitted by the terms of this First Supplemental 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 amended or supplemental Indenture that indenture which it believes affects its own rights, duties duties, indemnities or immunities under this First Supplemental Indenture or otherwise.

Appears in 1 contract

Samples: First Supplemental Indenture (Thornburg Mortgage Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for or confirm the assumption issuance of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofAdditional Notes; (d) to provide for the assumption of either Issuer's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of such Issuer pursuant to Article 5; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;Holder; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesapplicable law. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors Issuers in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further 83 84 appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any GuarantorIssuer's obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuer pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuer accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Restaurant Co)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of one or more Series without the consent of any Holder of a Note: (a1) to cure any ambiguity, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes of a given Series by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes of a given Series or that does not adversely affect the legal rights hereunder of any Holder of the Notea Note of such Series in any material respect; (e5) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f6) to provide for the issuance of Additional and establish the form and terms and conditions of Notes in accordance of any Series as permitted by this Indenture; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the limitations set forth in Notes of one or more Series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the date hereoftrusts hereunder by more than one Trustee; or (g) 8) to allow comply with the rules of any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to securities exchange or automated quotation system on which the NotesNotes of such Series may be listed or traded. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section Sections 7.02 and 9.06 hereof, the Trustee shall will join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 will not be obligated to enter into such amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Trinity Place Holdings Inc.)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyIssuers, the Guarantors Guarantor and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Companyan Issuer's or any the Guarantor's obligations obligations, as the case may be, to the Holders of Notes in the Notes by case of a successor to merger or consolidation or sale of all or substantially all of the Company assets of either Issuer or a Guarantor the Guarantor, as the case may be, pursuant to Article 5 or Article 11 hereof;5; 70 77 (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;such Holder; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesapplicable law. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company Issuers and the Guarantors Guarantor 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a1) to cure any ambiguity, mistake, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for or confirm the issuance of Additional Notes or the Exchange Notes; (4) to provide for the assumption of the Company's or Issuers’ and any Guarantor's Parent’s obligations to Holders in the Holders case of a merger or consolidation or sale of all or substantially all of the Notes by a successor to assets of the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof5; (d5) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e6) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereofapplicable law; or (g7) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect conform this Indenture or the Notes to the “Description of Notes” section of the Prospectus. Upon the request of the Company Issuers accompanied by a resolution of its their respective boards of directors or the Board of Directors of CCI authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee an Officers’ Certificate and an Opinion of the documents described in Counsel pursuant to Section 7.02 hereof9.06, the Trustee shall join with the Company and the Guarantors issuers in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Cco Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder;; 87 77 (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to add additional guarantees with respect to the Notes, including any new Subsidiary Guarantees; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;Notes; or (ef) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Salton Maxim Housewares Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, without the Companyconsent of any Holder of Notes, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a NoteNotes: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of Notes in the Notes by case of a successor to merger or consolidation or the Company sale of all or a Guarantor pursuant to Article 5 or Article 11 hereofsubstantially all of the Issuers' assets; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not materially adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;Trust Indenture Act; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or; (g) to allow any Guarantor Subsidiary to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to guarantee the Notes; or (h) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee. Upon the request of the Company Issuers accompanied by a resolution of its the Board of Directors of Parent authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02(b) hereof stating that such amended or supplemental Indenture complies with this Section 9.01 (except, in the case of an amendment of type contemplated in clause (g) above, an Opinion of Counsel shall only be required if required under the TIA), the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Emergency Medical Services CORP)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a1) to cure any ambiguity, mistake, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for or confirm the issuance of Additional Notes or the Exchange Notes; (4) to provide for the assumption of the Company's or Issuers’ and any Guarantor's Parent’s obligations to Holders in the Holders case of a merger or consolidation or sale of all or substantially all of the Notes by a successor to assets of the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof5; (d5) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e6) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereofapplicable law; or (g7) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect conform this Indenture or the Notes to the “Description of Notes” section of the Offering Memorandum. Upon the request of the Company Issuers accompanied by a resolution of its their respective boards of directors or the Board of Directors of CCI authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee an Officers’ Certificate and an Opinion of the documents described in Counsel pursuant to Section 7.02 hereof9.06, the Trustee shall join with the Company and the Guarantors issuers in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications, Inc. /Mo/)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Omni Med B Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors Obligors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder holder of a NoteNotes: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's an Obligors' obligations to the Holders holders of the Notes by in the case of a successor to the Company merger or a Guarantor pursuant to Article 5 or Article 11 hereofconsolidation; (d) to make any change that would provide any additional rights or benefits to the Holders holders of the Notes or that does not not, in the opinion of the Board of Directors of the Company, adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;such holder; or (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Trust Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the NotesAct. Upon the request of the Company Obligors accompanied by a resolution of its the Board of Directors of each Obligor authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 9.06 hereof, the Trustee shall join with the Company and the Guarantors Obligors 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 which may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture that which affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (MGC Communications Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of one or more Series without the consent of any Holder of a Note: (a) to cure any ambiguityambiguity or to correct or supplement any provision contained herein or in any supplemental indenture that may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, defect or inconsistencyto conform the provisions of this Indenture to the “Description of the Notes” section contained in the prospectus or other offering document pursuant to which the Notes of one or more Series were sold, as evidenced by an Officer’s Certificate stating that such text constitutes an unintended conflict with the description of the corresponding provision in the offering document; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the all or any Series of Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notein any material respect, as evidenced by an Officer’s Certificate; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional and establish the form and terms and conditions of Notes in accordance with the limitations set forth in of any Series as permitted by this Indenture as of the date hereof; orIndenture; (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee add guarantees with respect to the NotesNotes of any Series or to provide security for the Notes of any Series; or (h) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Notes of one or more Series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall will join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 will not be obligated to enter into such amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Lsi Industries Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, from time to time, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this IndentureIndenture Trustee, the Subsidiary Guarantees or the Notes without the consent of the Holders of the Notes, may amend this Indenture or any Holder Security Document for the following purposes, so long as such change does not adversely affect the rights of a Note:any of the Holders (the Indenture Trustee will be entitled to rely on such evidence as it deems appropriate, including, without limitation, solely on an Opinion of Counsel that such change does not adversely affect the rights of any Holder, in executing any supplemental indenture): (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by in the case of a successor to the Company merger or a Guarantor consolidation pursuant to Article 5 or Article 11 hereof5; (d) to execute and deliver any documents necessary or appropriate to release Liens on the Collateral as permitted by Section 10.03; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the NoteNotes; (ef) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a add additional Subsidiary Guarantee Guarantors with respect to the Notes. Upon the written request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental IndentureIndenture or Security Document, and upon receipt by the Indenture Trustee of the documents described in Section 7.02 hereof9.06, the Indenture Trustee shall join with the Company and the Subsidiary Guarantors in the execution of any amended or supplemental Indenture or Security Document authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Indenture Trustee shall not be obligated to enter into such amended or supplemental Indenture that or Security Document which adversely affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Transtel S A)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder holder of a NoteNotes: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to corporation in the Company or case of a Guarantor pursuant to Article 5 or Article 11 hereofDisposition; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (gf) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Jackson Products Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Global Crossing Holdings LTD)

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Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its the respective Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Madison River Capital LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 Two hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 Five hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for allow any Subsidiary to guarantee the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereofNotes; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to provide for collateral for the NotesNotes or one or more Note Guarantees. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Wright Bilt Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the CompanyIssuers, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes Guarantees without the consent of any Holder of a Note: (a) to provide for the issuance of Additional Notes in accordance with the terms of this Indenture and to cure any ambiguity, defect or inconsistency;inconsistency so long as such changes do not, in the opinion of the Trustee, adversely affect the rights of any of the Holders in any material respect. (b) to provide for uncertificated Notes notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by in the case of a successor to the Company merger or a Guarantor consolidation or sale of all or substantially all of such entity's assets pursuant to Article 5 or Article 11 V hereof; (d) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the TIA; or (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers, accompanied by a resolution of its the Board of Directors (evidenced by an Officers' Certificate) authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Aas Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by in the case of a successor to merger, consolidation or sale of assets of the Company pursuant to Article 5 hereof or a of any Guarantor pursuant to Article 5 10 hereof or Article 11 hereofto add any Person as a Guarantor hereunder; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;such Holder; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) TIA or to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to guarantee the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties duties, liabilities or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Gulfmark Offshore Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, Company and the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Note Guarantees, or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's a Guarantors obligations to the Holders of the Notes by in the case of a successor to merger or consolidation or sale of all or substantially all of the Company or a Guarantor Company's assets pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its the Board of Directors of the Company and each of the Guarantors, authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and each of the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Mail Well Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including including, without limitation, the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a such Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as guarantees of the date hereofNotes; or (g) to allow any Guarantor to execute evidence and provide acceptance of the appointment of a supplemental indenture and/or a Subsidiary Guarantee with respect to successor Trustee under the NotesIndenture. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Merrill Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any GuarantorCR US's obligations to the Holders of the Notes by a successor to the Company or a Guarantor CR US pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the written request of the Company Issuers accompanied by a resolution of its the Board of Directors of each Issuer authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 and 9.06 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Club Regina Resorts Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by in the case of a successor to the Company merger or a Guarantor consolidation pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights for the acceptance of or benefits to the Holders appointment of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Notea successor trustee; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to make any other change that would provide for any additional rights or benefits to the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as Holders of the date hereof; orNotes or that does not materially adversely affect the legal rights hereunder of any Holder of the Notes; (g) to allow any Guarantor add additional Events of Default; or (h) to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to secure the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 9.06 hereof, the Trustee shall join with the Company and the Guarantors 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 which may be therein contained, but the Trustee may but shall not be obligated to enter into such amended or supplemental Indenture that which affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Envirosource Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyTrust, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the CompanyTrust's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company Trust or a such Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to allow any Guarantor to execute a Supplemental Indenture and/or a Subsidiary Guarantee with respect to the Notes; (g) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Trust accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company Trust and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Experience Management LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture9.2 hereof, the Company, the Guarantors Company and the Trustee together may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: Note (ai) to cure any ambiguity, omission, defect or inconsistency; , (bii) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof Notes, (including the related definitions) in a manner that does not materially adversely affect any Holder; (ciii) to provide for the assumption of the Company's or any Guarantor's Company obligations to the Holders of the such Notes by a successor in order to the Company or a Guarantor pursuant to comply with Article 5 or Article 11 hereof; V, (div) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any such Holder un the good faith judgement of the Note; Board of Directors, (ev) to add covenants for the benefit of the Holders or to surrender any right or power conferred upon the Company, (vi) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this the Indenture under the TIA; Trust Indenture Act, or (fvii) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as Exchange Notes. The consent of the date hereof; or (g) Holders is not necessary under the Indenture to allow approve the particular form of any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to proposed amendment. It is sufficient if such consent approves the Notessubstance of the proposed amendment. Upon the request of the Company Company, accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof9.6, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture that indenture which adversely affects its own rights, duties or immunities under this Indenture hereunder or otherwise.

Appears in 1 contract

Samples: Indenture (Versatel Telecom International N V)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors Company and the Trustee Trustee, at any time and from time to time, may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderHolders; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by in case of a successor to merger, consolidation or sale of all or substantially all of the Company or a Guarantor pursuant to Article 5 or Article 11 hereofCompany's assets; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the NoteNotes; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for add a Guarantor with respect to the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereofNotes; or (g) to allow any Guarantor to execute evidence and provide the acceptance of the appointment of a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notessuccessor trustee. Upon the request of the Company accompanied by a resolution of its Board of Directors Resolution authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.2 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.therein

Appears in 1 contract

Samples: Indenture (Anc Rental Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its Board their Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Insight Communications Co Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of any series without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for or confirm the assumption issuance of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofAdditional Notes; (d) to provide for the assumption of either Issuer's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of such Issuer pursuant to Article 5; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the NoteHolder; (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereofapplicable law; or (g) to allow establish the terms of Notes of any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesseries as permitted by Section 2.01. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Senior Bridge Loan Agreement (Charter Communications Holdings Capital Corp)

Without Consent of Holders of Notes. (a) Notwithstanding Section 9.02 7.02 of this Indenture, without the Companyconsent of any Holder of Notes, the Guarantors Issuer and the Trustee may amend or supplement this Indenture, Indenture and the Subsidiary Guarantees or the Notes without the consent of any Holder of a NoteNotes: (ai) to cure any ambiguity, defect or inconsistency; (bii) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (ciii) to provide for the assumption of the Companyan Issuer's or any GuarantorGuaranteeing Party's obligations Obligations to the Holders of the Notes by in the case of a successor to permitted merger, consolidation or combination of the Company Issuer or a Guarantor pursuant to Article 5 any Guaranteeing Party into or Article 11 hereofwith any other Person; (div) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the NoteNotes; (ev) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (gvi) to allow any Guarantor Guaranteeing Party to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. ; (vii) to make any other change that, in the good faith opinion of the Issuer's Board of Directors, does not adversely affect the rights of any Holder of Notes. (viii) to evidence and provide for the acceptance of appointment by a successor Trustee. (b) Upon the written request of the Company Issuer accompanied by a resolution resolutions of its the Board of Directors or other Governing Body of the Issuer authorizing the execution of any such amended or supplemental Indenture, indenture and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company Issuer and the Guarantors Guaranteeing Parties (if applicable) 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwiseindenture.

Appears in 1 contract

Samples: Indenture (Corporacion Durango S.A .De C.V.)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 8.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a1) to cure any ambiguity, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c3) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e5) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall will join with the Company and the Guarantors 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 will not be obligated to enter into such amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Usinternetworking Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors Guarantors, if any, and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes any Security Document without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency;inconsistency so long as such changes do not adversely affect the rights of any of the Holders in any material respect. (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes by in the case of a successor to merger or consolidation or sale of all or substantially all of the Company or a Guarantor Company’s assets pursuant to Article 5 V; (c) to comply with the requirements of the Commission in order to effect or Article 11 hereof;maintain the qualification of this Indenture under the TIA; or (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesmaterial respect. Upon the written request of the Company Company, accompanied by a resolution of its Board of Directors Resolution (evidenced by an Officers’ Certificate) authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.2, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Total Gas & Electricity (PA) Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes of one or more Series without the consent of any Holder of a Note: (a1) to cure any ambiguity, defect or inconsistency; (b2) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c3) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes of a given Series by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d4) to make any change that would provide any additional rights or benefits to the Holders of the Notes of a given Series or that does not adversely affect the legal rights hereunder of any Holder of the Notea Note of such Series; (e5) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f6) to provide for the issuance of Additional and establish the form and terms and conditions of Notes in accordance of any Series as permitted by this Indenture; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the limitations set forth in Notes of one or more Series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the date hereoftrusts hereunder by more than one Trustee; or (g) 8) to allow comply with the rules of any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to securities exchange or automated quotation system on which the NotesNotes of such Series may be listed or traded. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall will join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 will not be obligated to enter into such amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Genco Shipping & Trading LTD)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 9.2 of this Indenture, the Company, the Guarantors Guarantors, if any, and the Trustee (or, as applicable, the Paying Agent or Registrar) may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes any Security Document without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency;inconsistency so long as such changes do not adversely affect the rights of any of the Holders in any material respect. (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's ’s obligations to the Holders of the Notes by in the case of a successor to merger or consolidation or sale of all or substantially all of the Company or a Guarantor Company’s assets pursuant to Article 5 V; (c) to comply with the requirements of the Commission in order to effect or Article 11 hereof;maintain the qualification of this Indenture under the TIA; or (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesmaterial respect. Upon the written request of the Company Company, accompanied by a resolution of its Board of Directors Resolution (evidenced by an Officers’ Certificate) authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.2, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Mobile Mini Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenturehereof, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Company obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company; (g) to provide for the issuance of Additional the Unrestricted Notes in accordance with under the limitations set forth in this Indenture as of Exchange Offer contemplated by the date hereofRegistration Rights Agreement; or (gh) to allow effect any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect change to the Notestransfer and exchange restrictions and security delivery procedures contained in Article 2 in order to conform with changes in any applicable law or Applicable Procedures. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Metromedia Fiber Network Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors in the execution of any amended or supplemental Indenture 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Nexstar Finance Holdings LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Noteto: (a) to cure any ambiguity, omission, defect or inconsistency;inconsistency in any manner that is not adverse in any material respect to any Holders, (b) to provide for the assumption by a successor corporation of the obligations of the Company under this Indenture, (c) provide for uncertificated Notes in addition to or in place of certificated Notes (provided that the uncertificated Notes are issued in registered form for purposes of Section 163(f) of the Code, or to alter the provisions of Article 2 hereof (including the related definitions) in a manner such that does not materially adversely affect any Holder; (cthe uncertificated Notes are described in Section 163(f)(2)(B) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof;Code), (d) add Guarantees with respect to the Notes or to release Guarantors of the Notes from Guaranties with respect to the Notes as permitted by the terms of this Indenture, (e) secure the Notes, to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power conferred upon the Company, (f) make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;Holders, (eg) make any change to comply with requirements any requirement of the SEC in order to effect or maintain connection with the qualification of this Indenture under the TIA;; or (fh) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the NotesIndenture. Upon the request of the Company accompanied by a resolution Board Resolution of its the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Coventry Health Care Inc)

Without Consent of Holders of Notes. 95 Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any HolderNotes; (c) to provide for or confirm the assumption issuance of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereofAdditional Notes; (d) to provide for the assumption of either Issuer's obligations to Holders of Notes in the case of a merger or consolidation or sale of all or substantially all of the assets of such Issuer pursuant to Article 5; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Note;such Holder; or (ef) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) TIA or otherwise as necessary to provide for the issuance of Additional Notes in accordance comply with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notesapplicable law. Upon the request of the Company Issuers accompanied by a resolution of its Board their respective Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof7.02, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Charter Communications Holdings Capital Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Subsidiary Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Note Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof or the Appendix (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Subsidiary Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Subsidiary Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Subsidiary Guarantor to execute a supplemental indenture and/or a Subsidiary Note Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 7.02(b) hereof, the Trustee shall join with the Company and the Subsidiary Guarantors in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make in the making of any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Microclock Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Stater Bros. and the ------------ Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: : (a) to cure any ambiguity, defect or inconsistency; ; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the --------- related definitions) in a manner that does not materially adversely affect any Holder; ; (c) to provide for the assumption of the Company's or any Guarantor's Stater Bros.' obligations to the Holders of the Notes by a successor to the Company or a Guarantor Stater Bros. pursuant to Article 5 or --------- Article 11 hereof; ; (d) to make any change that would provide any additional ---------- rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; ; (e) to comply with requirements of the SEC Commission in order to effect or maintain the qualification of this Indenture under the TIA; ; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Stater Bros. accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section ------- 7.02 hereof, the Trustee shall join with the Company and the Guarantors Stater Bros. 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Stater Bros Holdings Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow release any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee in accordance with respect to the Notesprovisions of this Indenture. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 9.06 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Pacific Environmental Group Inc /Pa)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the CompanyTrust, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the CompanyTrust's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company Trust or a such Guarantor pursuant to Article 5 or Article 11 10 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to allow any Guarantor to execute a Supplemental Indenture and/or a Subsidiary Guarantee with respect to the Notes; (g) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Trust accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.the

Appears in 1 contract

Samples: Indenture (Experience Management LLC)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Company and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistencyinconsistency provided such provisions shall not adversely affect the interests of the Holders; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's obligations to the Holders of the Notes by a successor to the Company or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Cellular Communications International Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuer’s obligations to the Holders of the Notes by a successor to such Issuer in accordance with the Company provisions of this Indenture or a Guarantor pursuant to Article 5 or Article 11 hereof; (d) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture; (e) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note;; or (ef) to comply with the requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of each of the Company Issuers accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Sba Communications Corp)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuer and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Notes or the Notes Pledge Agreement without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the CompanyIssuer's or any Guarantor's obligations Obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuer pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of Notes (including the Notes provision of any Liens for the benefit of Holders as contemplated by Section 4.12 hereof) or that does not adversely affect the legal rights hereunder under this Indenture of any Holder of the Notesuch Holder; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the NotesIndenture. Upon the request of the Company Issuer accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indentureindenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors Issuer in the execution of any amended or supplemental Indenture indenture or amendment to the Pledge Agreement 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 amended or supplemental Indenture indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (International Specialty Products Inc /New/)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any a Guarantor's obligations to the Holders of the Notes by a successor to the Company or a such Guarantor pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA; (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture Supplemental Indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 hereof, the Trustee shall join with the Company and the Guarantors 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Luiginos Inc)

Without Consent of Holders of Notes. Notwithstanding Section 9.02 of this Indenture, the Company, the Guarantors Issuers and the Trustee may amend or supplement this Indenture, the Subsidiary Guarantees Indenture or the Notes without the consent of any Holder of a Note: (a) to cure any ambiguity, defect or inconsistency; (b) to provide for uncertificated Notes in addition to or in place of certificated Notes or to alter the provisions of Article 2 hereof (including the related definitions) in a manner that does not materially adversely affect any Holder; (c) to provide for the assumption of the Company's or any Guarantor's Issuers' obligations to the Holders of the Notes by a successor to the Company or a Guarantor Issuers pursuant to Article 5 or Article 11 hereof; (d) to make any change that would provide any additional rights or benefits to the Holders of the Notes or that does not adversely affect the legal rights hereunder of any Holder of the Note; (e) to comply with requirements of the SEC in order to effect or maintain the qualification of this Indenture under the TIA;; or (f) to provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture as of the date hereof; or (g) to allow any Guarantor to execute a supplemental indenture and/or a Subsidiary Guarantee with respect to the Notes. Upon the request of the Company Issuers accompanied by a resolution of its Board their Boards of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 7.02 9.06 hereof, the Trustee shall join with the Company and the Guarantors Issuers 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 amended or supplemental Indenture that affects its own rights, duties or immunities under this Indenture or otherwise.

Appears in 1 contract

Samples: Indenture (Insight Communications Co Inc)

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