Common use of Action by or Consent of Noteholders and Certificateholders Clause in Contracts

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes); PROVIDED, HOWEVER, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates Notes and Outstanding NotesCertificates); PROVIDED, HOWEVER, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action ------------------ to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)outstanding; PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee, the Indenture Trustee or the Indenture TrusteeTrust Collateral Agent, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes); PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which that a Responsible Officer of the Owner Trustee or the Indenture Trustee, respectivelyas the case may be, either actually knows to be so owned or has received written notice thereof shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to ------------------ be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)outstanding; PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee, the Indenture Trustee or the Indenture TrusteeTrust Collateral Agent, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Outstanding Certificates and Outstanding Notes); PROVIDED, HOWEVER, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of the Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)outstanding; PROVIDEDprovided, HOWEVER, however that, solely for the purpose of determining whether the Owner Trustee or the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee Trustee, or the Indenture Trustee, respectively, knows to be so owned shall be so disregardeddisregarded and provided, further that such limitation shall not apply if the Seller or any Affiliate thereof owns 100% of the Notes or Certificates, as applicable.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates Notes and Outstanding NotesCertificates); PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to ------------------ be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of TFC, the Seller or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)Outstanding; PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee, the Trustee or the Indenture TrusteeTrust Collateral Agent, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to ------------------ be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller Originator or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)outstanding; PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee, the Indenture Trustee or the Indenture TrusteeTrust Collateral Agent, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller GreenPoint Mortgage Funding, Inc. or any Affiliate thereof shall be deemed not to be Outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes)outstanding; PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee or the Owner Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates Notes and Outstanding NotesCertificates); PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes); PROVIDEDprovided, HOWEVERhowever, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date Date, immediately preceding the date on which such action is to be taken, or consent given, by the Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller TFC or any Affiliate thereof shall be deemed not to be Outstanding (except in the event outstanding; provided, however, that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes); PROVIDED, HOWEVER, that, solely for the purpose of determining -------- ------- whether a Trust Officer of the Indenture Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee, the Trust Officer of the Trustee or the Indenture TrusteeTrust Collateral Agent, respectively, actually knows to be so owned shall be so disregarded.

Action by or Consent of Noteholders and Certificateholders. Whenever any provision of this Indenture Agreement refers to action to be taken, or consented to, by Noteholders or Certificateholders, such provision shall be deemed to refer to the Certificateholder or Noteholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or Certificateholders. Solely for the purposes of any action to be taken, or consented to, by Noteholders or Certificateholders, any Note or Certificate registered in the name of Seller or any Affiliate thereof shall be deemed not to be Outstanding outstanding (except in the event that the Seller and/or an Affiliate thereof then owns all outstanding Certificates and Outstanding Notes); PROVIDED, HOWEVER, that, solely for the purpose of determining whether the Indenture Trustee is entitled to rely upon any such action or consent, only Notes or Certificates which the Owner Trustee or the Indenture Trustee, respectively, knows to be so owned shall be so disregarded.