Amendments to Master Indenture Clause Samples
The "Amendments to Master Indenture" clause defines the process and requirements for making changes to the master indenture agreement. Typically, this clause outlines who must consent to amendments, such as a specified majority of bondholders or the trustee, and may set forth procedures for proposing, approving, and documenting any modifications. Its core practical function is to provide a clear and orderly mechanism for updating the agreement in response to changing circumstances, while protecting the interests of all parties by ensuring that amendments cannot be made unilaterally or without proper authorization.
Amendments to Master Indenture. Effective as of the date hereof, the Master Indenture is hereby amended as follows:
(a) The definitions of “Obligor Limit” and “Overconcentration Amount” in Section 1.01 of the Master Indenture are hereby amended and restated in their entirety to read as follows:
Amendments to Master Indenture. Effective as of the Closing Date, the Master Indenture is hereby amended as follows:
a. The opening paragraph is hereby amended by replacing the phrases “THE BANK OF NEW YORK, as successor to JPMorgan Chase Bank, N.A.” and “THE BANK OF NEW YORK, a New York state banking corporation, as paying agent, authentication agent and transfer agent and registrar (together with its permitted successor and assigns, “BNY”)” with “U.S. BANK NATIONAL ASSOCIATION” and “U.S. BANK NATIONAL ASSOCIATION, a national banking association, as paying agent, authentication agent and transfer agent and registrar (together with its permitted successor and assigns, “U.S. Bank”)”, respectively.
b. All references to the term “BNY” are hereby replaced with the term “U.S. Bank”.
c. The definition of “Aggregate Adjustment Amount” in Section 1.01 is hereby amended and restated in its entirety as follows:
Amendments to Master Indenture. Effective as of the date hereof, Section 1.01 of the Master Indenture is hereby amended as follows:
a) The definition of “Excess Foreign Currency Receivable Amount” is hereby amended to delete from clause (b)(ii) thereof the number “15%” and to substitute therefor “12.5%”.
Amendments to Master Indenture. (a) Section 1.1 of the Master Indenture is hereby amended by:
(i) amending and restating clause (a) of the definition of “Corporate Trust Office” to read in its entirety as follows:
(a) with respect to the Indenture Trustee, the principal office of the Indenture Trustee at which at any particular time its corporate trust business shall be administered, which office at the date of this Indenture is located at 6▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ – MS NYC60-2720, N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attention: L▇▇▇▇ ▇▇▇▇ (facsimile no. (▇▇▇) ▇▇▇-▇▇▇▇; or at such other address as the Indenture Trustee may designate from time to time by notice to the Noteholders and the Issuer, or the principal corporate trust office of any successor Indenture Trustee (the address of which the successor Indenture Trustee will notify the Noteholders and the Issuer) and”
(ii) amending and restating clause (b) of the definition of “Minimum Free Equity Amount” to read in its entirety as follows:
(b) the aggregate of all Dealer Overconcentrations, Manufacturer Overconcentrations and Product Line Overconcentrations as determined on the most recent Determination Date on or prior to such date of determination.” 2 Supplement No. 18 to Indenture
(iii) amending and restating the definition of “Required Principal Balance” to read in its entirety as follows:
Amendments to Master Indenture. (a) The following definition is hereby added in the appropriate alphabetical order in Section 1.1 of the Master Indenture:
Amendments to Master Indenture. The covenants and obligations of the Obligated Group set forth in the Master Indenture are incorporated herein by reference and shall become a part of this Financing Agreement as if expressly set forth in this place. No Member of the Obligated Group will execute any amendment or supplement to the Master Indenture which materially and adversely affects the rights of the Holders or the 2014A Bond Trustee hereunder without the express prior written consent of the ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇.
Amendments to Master Indenture. 2.1 Section 101 of the Master Indenture is hereby amended by deleting the definition of “Issuer Tax Opinion” in its entirety and replacing it with the following:
Amendments to Master Indenture. Pursuant to Section 9.01 of the Master Indenture, the following amendments to the Master Indenture shall become effective upon the defeasance of the Outstanding Prior Indenture Bonds:
(a) Upon the issuance of the Authorized Bonds, the Outstanding Prior Indenture Bonds shall be defeased and no other bonds or other obligations shall be outstanding under the Prior Indenture. In addition, no other bonds or other obligations shall forever be issued under the Prior Indenture. As a result, the Prior Indenture and the pledge and lien created thereby shall be terminated, and the pledge and lien on the Revenues created by the Master Indenture shall become a first pledge and lien in favor of the Holders of the Authorized Bonds and all Bonds and other obligations previously and hereafter issued on parity therewith in accordance with the Master Indenture. To the extent that any provision in the Master Indenture (other than the provisions of this Fourth Supplemental Resolution) refers to the Prior Indenture and/or the bonds or other obligations authorized to be issued thereunder, such provision shall be read as if the Prior Indenture and/or the bonds or other obligations authorized to be issued thereunder do not exist and that the only authorized manner in which the Corporation is authorized to issue bonds and other obligations with a first pledge and lien on Revenues is through compliance with the provisions of the Master Indenture.
(b) Section 2.01 of the Master Indenture is hereby amended and restated in its entirety as follows: “
Amendments to Master Indenture. (a) Section 1.1 of the Master Indenture is amended by deleting the definition of “Permitted Investments” in its entirety where in appears therein and replacing it with the following:
Amendments to Master Indenture. (a) The first paragraph of the Master Indenture is hereby amended by deleting the second sentence of such paragraph in its entirety and by substituting the following therefor (solely for convenience, changed text is italicized): "This Indenture may be supplemented at any time and from time to time by an indenture supplement executed and delivered in connection with the issuance of a new Series of Notes in accordance with Section 2.11 (an "Indenture Supplement," and together with this Indenture and any other supplemental indentures hereto, the "Indenture")."
(b) Section 2.5 of the Master Indenture is hereby amended by deleting the seventh paragraph of such section in its entirety and by substituting the following therefor (solely for convenience, changed text is italicized): Any Note held by the Transferor at any time after the date of its initial issuance may be transferred or exchanged only upon the delivery to the Owner Trustee and the Indenture Trustee of an Opinion of Counsel, dated as of the date of such transfer or exchange, to the effect that, for federal income tax purposes, such transfer or exchange (i) will not adversely affect the tax characterization as debt of the Notes of any outstanding Series or Class that were characterized as debt at the time of their issuance, (ii) will not cause the Issuer to be deemed to be an association (or publicly traded partnership) taxable as a corporation and (iii) will not cause or constitute an event in which gain or loss would be recognized by any Noteholder;
(c) Section 3.11 of the Master Indenture is hereby amended by deleting clause (a)(5) of such section in its entirety and by substituting the following therefor (solely for convenience, changed text is italicized):