Common use of Amendment of Agreement Without Owner Consent Clause in Contracts

Amendment of Agreement Without Owner Consent. Without the consent of or notice to the Owners, the Issuer and the Company may modify, alter, amend or supplement the Agreement, and the Trustee may consent thereto, as may be required: (a) by the provisions of the Agreement and this Indenture; (b) for the purpose of curing any formal defect, omission, inconsistency or ambiguity therein; (c) in connection with any other change therein which in the judgment of the Trustee is not materially adverse to the Owners; (d) to secure or maintain ratings on the Bonds from Xxxxx'x and/or S&P ; (e) to add to the covenants and agreements of the Issuer contained in the Agreement or of the Company contained in any document, other covenants or agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, -71- Forsyth Series 1998B Trust Indenture or to surrender any right or power reserved or conferred upon the Issuer or the Company, which shall not materially adversely affect the interest of the Owners of the Bonds; (f) to provide demand purchase obligations to cause the Bonds to be authorized purchases for investment companies; (g) to provide the procedures required to permit any Owner to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such right as contemplated by Section 1286 of the Code (or similar successor provision); (h) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; (i) to implement a conversion of the interest rate on the Bonds or in connection with the appointment of a Remarketing Agent; (j) to provide for a Change of Credit Facility; and (k) to modify, alter, amend or supplement the Agreement in any other respect, including amendments which would otherwise be described in Section 12.06 hereof, if the effective date of such supplement or amendment is a date on which all Bonds affected thereby are subject to mandatory purchase pursuant to Section 3.02 hereof or if notice by Mail of the proposed amendment or supplement is given to holders of the Bonds at least thirty (30) days before the effective date thereof and, on or before such effective date, such Owners have the right to demand purchase of their Bonds pursuant to Section 3.01 hereof. A revision of Exhibit A to the Agreement in accordance with Section 3.04 of the Agreement shall not be deemed a modification, alteration, amendment or supplement to the Agreement, or to this Indenture, for any purpose of this Indenture. Before the Issuer shall enter into, and the Trustee shall consent to, any modification, alteration, amendment or supplement to the Agreement pursuant to this Section 12.05, there shall have been delivered to the Issuer and the Trustee an opinion of Bond Counsel stating that such modification, alteration, amendment or supplement is authorized or permitted by the Agreement or this Indenture and the Act, complies with their respective terms, will upon the execution and delivery thereof, be valid and binding upon the Issuer in accordance with its terms and will not adversely affect the Tax-Exempt status of the Bonds. Neither the Issuer nor the Trustee will be obligated to enter into any such modifications, alterations, amendments or supplements to the Agreement that would materially alter their respective rights, duties or immunities under this Indenture, under the Agreement or otherwise.

Amendment of Agreement Without Owner Consent. Without the consent of or notice to the Owners, the Issuer and the Company may modify, alter, amend or supplement the Agreement, and the Trustee may consent thereto, as may be required: (a) by the provisions of the Agreement and this Indenture; (b) for the purpose of curing any formal defect, omission, inconsistency or ambiguity therein; (c) in connection with any other change therein which in the judgment of the Trustee is not materially adverse to the Owners; (d) to secure or maintain ratings on the Bonds from Xxxxx'x and/or S&P S&P; (e) to add to the covenants and agreements of the Issuer contained in the Agreement or of the Company contained in any document, other covenants or agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, -71- Forsyth Series 1998B 1998A Trust Indenture or to surrender any right or power reserved or conferred upon the Issuer or the Company, which shall not materially adversely affect the interest of the Owners of the Bonds; (f) to provide demand purchase obligations to cause the Bonds to be authorized purchases for investment companies; (g) to provide the procedures required to permit any Owner to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such right as contemplated by Section 1286 of the Code (or similar successor provision); (h) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; (i) to implement a conversion of the interest rate on the Bonds or in connection with the appointment of a Remarketing Agent; (j) to provide for a Change of Credit Facility; and (k) to modify, alter, amend or supplement the Agreement in any other respect, including amendments which would otherwise be described in Section 12.06 hereof, if the effective date of such supplement or amendment is a date on which all Bonds affected thereby are subject to mandatory purchase pursuant to Section 3.02 hereof or if notice by Mail of the proposed amendment or supplement is given to holders of the Bonds at least thirty (30) days before the effective date thereof and, on or before such effective datedate-, such Owners have the right to demand purchase of their Bonds pursuant to Section 3.01 hereof. A revision of Exhibit A to the Agreement in accordance with Section 3.04 of the Agreement shall not be deemed a modification, alteration, amendment or supplement to the Agreement, or to this Indenture, for any purpose of this Indenture. Before the Issuer shall enter into, and the Trustee shall consent to, any modification, alteration, amendment or supplement to the Agreement pursuant to this Section 12.05, there shall have been delivered to the Issuer and the Trustee an opinion of Bond Counsel stating that such modification, alteration, amendment or supplement is authorized or permitted by the Agreement or this Indenture and the Act, complies with their respective terms, will upon the execution and delivery thereof, be valid and binding upon the Issuer in accordance with its terms and will not adversely affect the Tax-Exempt status of the Bonds. Neither the Issuer nor the Trustee will be obligated to enter into any such modifications, alterations, amendments or supplements to the Agreement that would materially alter their respective rights, duties or immunities under this Indenture, under the Agreement or otherwise.

Amendment of Agreement Without Owner Consent. Without Subject to the Subordination Agreement, without the consent of or notice to the Owners, the Issuer and the Company may modify, alter, amend or supplement the Agreement, and the Trustee may consent thereto, as may be required: (a) by the provisions of the Agreement and this Indenture; (b) for the purpose of curing any formal defect, omission, inconsistency or ambiguity therein; (c) in connection with any other change therein which in the judgment of the Trustee is not materially adverse to the OwnersOwners (in making such determination, the Trustee may, but is not required to, rely conclusively upon an opinion of counsel); (d) to secure or maintain ratings on the Bonds from Xxxxx'x Xxxxx’x and/or S&P S&P; (e) to add to the covenants and agreements of the Issuer contained in the Agreement or of the Company contained in any document, other covenants or agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, -71- Forsyth Series 1998B Trust Indenture or to surrender any right or power reserved or conferred upon the Issuer or the Company, which shall not materially adversely affect the interest of the Owners of the BondsBonds (in making such determination, the Trustee may, but is not required to, rely conclusively upon an opinion of counsel); (f) to provide demand purchase obligations to cause the Bonds to be authorized purchases for investment companies; (g) to provide the procedures required to permit any Owner to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such right as contemplated by Section 1286 of the Code (or similar successor provision); (h) to provide for make any additional procedures, covenants change necessary (i) to establish or agreements necessary to maintain the Tax-Exempt status of interest on the BondsBonds as a result of any modifications or amendments to Section 148 of the Code (or any successor provision of law) or interpretations thereof by the Internal Revenue Service, or (ii) to comply with the provisions of Section 148(f) of the Code (or any successor provision of law), including provisions for the payment of all or a portion of the investment earnings of any of the Funds established hereunder to the United States of America; (i) to implement a conversion of the interest rate on the Bonds or in connection with the appointment of a Remarketing Agent; (j) to provide for a Change of Credit Facility; and (k) to modify, alter, amend or supplement or restate the Agreement in any and all respects necessary, desirable or appropriate in connection with the delivery to the Trustee of bond insurance or other respect, including amendments which would otherwise be described in security arrangements obtained or provided by the Company; and (j) to provide for the issuance of Additional Senior Indebtedness In accordance with Section 12.06 hereof, if the effective date of such supplement or amendment is a date on which all Bonds affected thereby are subject to mandatory purchase pursuant to Section 3.02 hereof or if notice by Mail 4.02 of the proposed amendment or supplement is given to holders of the Bonds at least thirty (30) days before the effective date thereof and, on or before such effective date, such Owners have the right to demand purchase of their Bonds pursuant to Section 3.01 hereofAgreement. A revision of Exhibit A to the Agreement in accordance with Section 3.04 3.02 of the Agreement shall not be deemed a modification, alteration, amendment or supplement to the Agreement, or to this Indenture, for any purpose of this Indenture. Before the Issuer shall enter into, and the Trustee shall consent to, any modification, alteration, amendment or supplement to the Agreement pursuant to this Section 12.0511.05, there shall have been delivered to the Issuer and the Trustee an opinion a Favorable Opinion of Bond Counsel with respect to such modification, alteration, amendment or supplement and further stating that such modification, alteration, amendment or supplement is authorized or permitted by the Agreement or this Indenture and the Actwill, complies with their respective terms, will upon the execution and delivery thereof, be valid and binding upon the Issuer in accordance with its terms and will not adversely affect an opinion of counsel to the Tax-Exempt status of Company to the Bondseffect that such modification, alteration, amendment or supplement will, upon execution and delivery thereof, be valid and binding upon the Company in accordance with its terms. Neither the Issuer nor the Trustee will be obligated to enter into or consent to any such modifications, alterations, amendments or supplements to the Agreement that would materially alter their respective rights, duties or immunities under this Indenture, under the Agreement or otherwise.

Amendment of Agreement Without Owner Consent. Without the consent of or notice to the Owners, the Issuer and the Company may modify, alter, amend or supplement the Agreement, and the Trustee may consent thereto, as may be required: (a) by the provisions of the Agreement and this Indenture; (b) for the purpose of curing any formal defect, omission, inconsistency or ambiguity therein; (c) in connection with any other change therein which in the judgment of the Trustee is not materially adverse to the Owners; (d) to secure or maintain ratings on the Bonds from Xxxxx'x and/or S&P S&P; (e) to add to the covenants and agreements of the Issuer contained in the Agreement or of the Company contained in any document, other covenants or agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, -71- Forsyth Port of Xxxxxx Series 1998B 1998A Trust Indenture or to surrender any right or power reserved or conferred upon the Issuer or the Company, which shall not materially adversely affect the interest of the Owners of the Bonds; (f) to provide demand purchase obligations to cause the Bonds to be authorized purchases for investment companies; (g) to provide the procedures required to permit any Owner to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such right as contemplated by Section 1286 of the Code (or similar successor provision); (h) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; (i) to implement a conversion of the interest rate on the Bonds or in connection with the appointment of a Remarketing Agent; (j) to provide for a Change of Credit Facility; and (k) to modify, alter, amend or supplement the Agreement in any other respect, including amendments which would otherwise be described in Section 12.06 hereof, if the effective date of such supplement or amendment is a date on which all Bonds affected thereby are subject to mandatory purchase pursuant to Section 3.02 hereof or if notice by Mail of the proposed amendment or supplement is given to holders of the Bonds at least thirty (30) days before the effective date thereof and, on or before such effective datedate-, such Owners have the right to demand purchase of their Bonds pursuant to Section 3.01 hereof. A revision of Exhibit A to the Agreement in accordance with Section 3.04 of the Agreement shall not be deemed a modification, alteration, amendment or supplement to the Agreement, or to this Indenture, for any purpose of this Indenture. Before the Issuer shall enter into, and the Trustee shall consent to, any modification, alteration, amendment or supplement to the Agreement pursuant to this Section 12.05, there shall have been delivered to the Issuer and the Trustee an opinion of Bond Counsel stating that such modification, alteration, amendment or supplement is authorized or permitted by the Agreement or this Indenture and the Act, complies with their respective terms, will upon the execution and delivery thereof, be valid and binding upon the Issuer in accordance with its terms and will not adversely affect the Tax-Exempt status of the Bonds. Neither the Issuer nor the Trustee will be obligated to enter into any such modifications, alterations, amendments or supplements to the Agreement that would materially alter their respective rights, duties or immunities under this Indenture, under the Agreement or otherwise.