Common use of Consent of Bondholders Clause in Contracts

Consent of Bondholders. The Corporation may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of Bonds. A copy of such Supplemental Indenture (or summary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds for their consent thereto in form satisfactory to the Trustee, shall be mailed or distributed by Electronic Means by the Corporation to each affected Holder of Bonds. Such Supplemental Indenture shall not become effective until (i) there shall have been filed with the Trustee (a) the written consent of the Holders of the percentages of Outstanding Bonds specified in Section 10.01 hereof and (b) an opinion of Transaction Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, and (ii) a notice shall have been mailed as hereinafter in this Section provided. Any such consent shall be binding upon the Holder of the Bonds giving such consent and on any subsequent Holder of such Bonds (whether or not such subsequent Holder has notice thereof). At any time after the Holders of the required percentages of Bonds shall have filed their consent to the Supplemental Indenture, notice, stating in substance that the Supplemental Indenture has been consented to by the Holders of the required percentages of Bonds and will be effective as provided in this Section, may be given to the Bondholders by mailing such notice to Bondholders. The Corporation shall file with the Trustee proof of giving such notice. Such Supplemental Indenture shall be deemed conclusively binding upon the Corporation and the Holders of all Bonds at the expiration of sixty (60) days after the filing with the Trustee of the proof of the mailing of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty day period; provided, however, that the Corporation during such sixty day period and any such further period during which any such action or proceeding may be pending shall be entitled in its absolute discretion to take such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedient.

Consent of Bondholders. The Corporation may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of Bonds. A copy of such Supplemental Indenture (or brief summary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds the Bondholders for their consent thereto in form satisfactory to the Trustee, shall promptly after execution and delivery thereof be mailed or distributed by Electronic Means by the Corporation to each affected Holder the Bondholders (but failure to mail such copy and request to any particular Bondholder shall not affect the validity of Bondsthe Supplemental Indenture when consented to as in this Section provided). Such Supplemental Indenture shall not become be effective unless and until (i) there shall have been filed with the Trustee (a) the written consent of the Holders of the percentages of Outstanding Bonds specified in Section 10.01 hereof and (b) an opinion of Transaction Bond Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, and (ii) a notice shall have been mailed as hereinafter in this Section provided. Any Each such consent shall be effective only if accompanied by proof of the holding or owning at the date of such consent, of the Bonds with respect to which such consent is given, which proof shall be such as is permitted by Section 13.01 hereof. A certificate or certificates by the Trustee filed with the Trustee that it has examined such proof and that such proof is sufficient in accordance with Section 13.01 hereof shall be conclusive proof that the consents have been given by the Holders of the Bonds described in the certificate or certificates of the Trustee. Any consent given by a Bondholder shall be binding upon the Holder of the Bonds Bondholder giving such consent and on and, anything in Section 13.01 hereof to the contrary notwithstanding, upon any subsequent Holder of such Bond and of any Bonds issued in exchange therefor (whether or not such subsequent Holder thereof has notice thereof), unless such consent is revoked in writing by the Bondholder giving such consent or a subsequent Holder thereof by filing such revocation with the Trustee, prior to the time when the written statement of the Trustee hereinafter in this Section provided for is filed. The fact that a consent has not been revoked may likewise be proved by a certificate of the Trustee filed with the Trustee to the effect that no revocation thereof is on file with the Trustee. At any time after the Holders of the required percentages of Bonds shall have filed their consent consents to the Supplemental Indenture, the Trustee shall make and file with the Corporation and the Trustee a written statement that such Holders of such required percentages of Bonds have filed such consents. Such written statement shall be conclusive that such consents have been so filed. At any time thereafter notice, stating in substance that the Supplemental Indenture (which may be referred to as a Supplemental Indenture adopted by the Corporation on a stated date, a copy of which is on file with the Trustee) has been consented to by the Holders of the required percentages of Bonds and will be effective as provided in this Section, may shall be given to the Bondholders by the Corporation by mailing such notice to the Bondholders. The Corporation shall file with the Trustee proof of giving the mailing of such notice. A transcript, consisting of the papers required or permitted by this Section to be filed with the Trustee, shall be proof of the matters therein stated. Such Supplemental Indenture making such amendment or modification shall be deemed conclusively binding upon the Corporation Corporation, the Trustee, each Paying Agent and the Holders of all Bonds at the expiration of sixty (60) days after upon the filing with the Trustee of the proof of the mailing of such notice. For the purposes of this Article X, the purchasers of the Bonds of a Series, whether purchasing as underwriters, for resale or otherwise, upon such purchase from the Corporation, may consent to a modification or amendment permitted by Section 10.01 or 10.03 hereof in the manner provided herein, except in that no proof of ownership shall be required, and with the event same effect as a consent given by the Holder of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty day periodBonds; provided, however, that that, if such consent is given by a purchaser who is purchasing as an underwriter or for resale, the Corporation during such sixty day period nature of the modification or amendment and any such further period during which any such action or proceeding may be pending the provisions for the purchaser consenting thereto shall be entitled described in its absolute discretion to take the official statement, prospectus, offering memorandum or other offering document prepared in connection with the primary offering of the Bonds of such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedientSeries by the Corporation.

Consent of Bondholders. The Corporation may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of BondsBondholders. A copy of such Supplemental Indenture (or summary thereof or reference thereto in form approved in writing prepared by the TrusteeCorporation) together with a request to Holders of Bonds the Bondholders for their consent thereto in form satisfactory to the Trustee, shall be mailed or distributed by Electronic Means by the Corporation to each affected Holder of BondsBondholder. Such Supplemental Indenture shall not become effective until until: (i) there shall have been filed with the Trustee (a) the written consent of the Holders Bondholders of the percentages of Outstanding Bonds specified in Section 10.01 hereof and (b) an opinion of Transaction Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, ; and (ii) a notice shall have been mailed as hereinafter in this Section provided. Any such consent shall be binding upon the Holder of the Bonds Bondholders giving such consent and on any subsequent Holder Bondholder of such Bonds (whether or not such subsequent Holder Bondholder has notice thereof). At any time after the Holders Bondholders of the required percentages of Bonds shall have filed their consent to the Supplemental Indenture, notice, stating in substance that the Supplemental Indenture has been consented to by the Holders Bondholders of the required percentages of Bonds and will be effective as provided in this Section, may be given to the Bondholders by mailing such notice to Bondholders. The Corporation shall file with the Trustee proof of giving such notice. Such Supplemental Indenture shall be deemed conclusively binding upon the Corporation and the Holders of all Bonds Bondholders at the expiration of sixty (60) 60 days after the filing with the Trustee of the proof of the mailing of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty 60-day period; provided, however, that the Corporation during such sixty 60-day period and any such further period during which any such action or proceeding may be pending shall be entitled in its absolute discretion to take such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedient.

Consent of Bondholders. The Corporation may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of Bonds. A copy of such Supplemental Indenture (or summary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds for their consent thereto in form satisfactory to the Trustee, shall be mailed or distributed by Electronic Means by the Corporation to each affected Holder Holders of Bonds. Such Supplemental Indenture shall not become effective until (i) there shall have been filed with the Trustee (a) the written consent of the Holders of the percentages of Outstanding Bonds specified in Section 10.01 hereof and (b) an opinion of Transaction Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted DRAFT hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, and (ii) a notice shall have been mailed as hereinafter in this Section provided. Any such consent shall be binding upon the Holder of the Bonds giving such consent and on any subsequent Holder of such Bonds (whether or not such subsequent Holder has notice thereof). At any time after the Holders of the required percentages of Bonds shall have filed their consent to the Supplemental Indenture, notice, stating in substance that the Supplemental Indenture has been consented to by the Holders of the required percentages of Bonds and will be effective as provided in this Section, may be given to the Bondholders by mailing such notice to Bondholders. The Corporation shall file with the Trustee proof of giving such notice. Such Supplemental Indenture shall be deemed conclusively binding upon the Corporation and the Holders of all Bonds at the expiration of sixty (60) days after the filing with the Trustee of the proof of the mailing of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty day period; provided, however, that the Corporation during such sixty day period and any such further period during which any such action or proceeding may be pending shall be entitled in its absolute discretion to take such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedient.

Consent of Bondholders. The Corporation Issuer may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of Bonds. A copy of such Supplemental Indenture (or brief summary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds Bondholders for their consent thereto in form satisfactory to the TrusteeTrustee by the Issuer to Bondholders, shall be mailed or distributed by Electronic Means by the Corporation Trustee by first class mail, postage prepaid, to each affected Holder the Holders of all Outstanding Bonds. Such Supplemental Indenture shall not become be effective unless and until (ia) there shall have been filed with the Trustee (ai) the written consent consents of the Holders of the percentages of the Principal Amount of Outstanding Bonds specified in Section 10.01 hereof and (bii) an opinion of Transaction Counsel a Counselʹs Opinion stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed executed by the Corporation Issuer in accordance with the provisions hereofof this Indenture, is authorized or permitted herebyby this Indenture, and is valid and binding upon the Corporation Issuer and enforceable in accordance with its terms, and (iib) a notice shall have been mailed given as hereinafter in this Section 10.02 provided. Each such consent shall be effective only if accompanied by proof of the holding, at the date of such consent, of the Bonds with respect to which such consent is given, which proof shall be such as is permitted by Section 12.01. A certificate or certificates by the Trustee that it has examined such proof and reasonably believes that such proof is sufficient in accordance with Section 12.01 shall be conclusive that the consents have been given by the Holders of the Bonds described in such certificate or certificates of the Trustee. Any such consent shall be binding upon the Holder of the Bonds giving such consent and on and, anything in Section 12.01 to the contrary notwithstanding, upon any subsequent Holder of such Bonds and of any Bonds issued in exchange therefor (whether or not such subsequent Holder thereof has notice thereof), unless such consent is revoked in writing by the Holder of such Bonds giving such consent or a subsequent Holder thereof by filing with the Trustee prior to the time when the written statement of the Trustee hereinafter in this Section 10.02 provided for is filed, such revocation. At any time after the Holders of the required percentages of Bonds shall have filed their consent consents to the Supplemental Indenture, the Trustee shall make and file with the Issuer a written statement that the Holders of such required percentages of Bonds shall have filed their consents to the Supplemental Indenture. Such written statement shall be conclusive that such consents have been so filed. At any time thereafter, notice, stating in substance that the Supplemental Indenture (which may be referred to as a Supplemental Indenture executed by the Issuer on a stated date, a copy of which is on file with the Trustee) has been consented to by the Holders of the required percentages of Bonds and will be effective as provided in this SectionSection 10.02, may be given to Bondholders by the Bondholders Trustee by mailing such notice to Bondholders. The Corporation Bondholders (but failure to mail such notice shall file with the Trustee proof of giving not prevent such notice. Such Supplemental Indenture shall be deemed conclusively from becoming effective and binding upon the Corporation and the Holders of all Bonds at the expiration of sixty as in this Section 10.02 provided) not more than ninety‌ (6090) days after the filing Holders of the required percentages of Bonds shall have filed their consents to the Supplemental Indenture and the written statement of the Trustee hereinabove provided for is filed. A transcript, consisting of the documents required or permitted by this Section 10.02 to be filed with the Trustee of the Trustee, shall be proof of the mailing of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty day period; provided, however, that the Corporation during such sixty day period and any such further period during which any such action or proceeding may be pending shall be entitled in its absolute discretion to take such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedientmatters therein stated.

Consent of Bondholders. The Corporation State and the Trustee may at any time execute and deliver a Supplemental Indenture Trust Agreement making a modification or amendment permitted by the provisions of Section 10.01 hereof 1002, to take effect when and as provided in this Section. Upon the adoption execution of such Supplemental IndentureTrust Agreement, a copy thereof, certified by an Authorized Officer; thereof shall be filed with the Trustee for inspection by the inspection of the Holders of BondsBondholders. A copy of such Supplemental Indenture Trust Agreement (or summary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds Bondholders for their consent thereto in form satisfactory to the Trustee, Trustee shall be mailed or distributed by Electronic Means by the Corporation State to each affected Holder Bondholders (but failure to mail such copy and request shall not affect the validity of Bondsthe Supplemental Trust Agreement when consented to as in this Section provided). Such Supplemental Indenture Trust Agreement shall not become be effective unless and until (i) there shall have been filed with the Trustee (a) the written consent of the Holders consents of the percentages of the registered owners of Outstanding Bonds specified in Section 10.01 hereof 1002 and (b) an opinion of Transaction Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, and (ii) a notice shall have been mailed given as hereinafter in this Section provided. Any such consent shall be binding upon the Holder registered owner of the Bonds giving such consent and on any subsequent Holder registered owner of such Bonds (whether or not such subsequent Holder registered owner has notice thereof). At any time after the Holders registered owners of the required percentages of Bonds shall have filed their consent to the Supplemental IndentureTrust Agreement, notice, stating in substance that the Supplemental Indenture Trust Agreement has been consented to by the Holders registered owners of the required percentages of Bonds and will be effective as provided in this Sectionsection, may be given to the Bondholders by mailing such notice to BondholdersBondholders (but failure to mail such notice shall not prevent such Supplemental Trust Agreement from becoming effective and binding as herein provided). The Corporation An Authorized Officer shall file with the Trustee proof of giving such notice. Such Supplemental Indenture Trust Agreement shall be deemed conclusively binding upon the Corporation State, the Fiduciaries and the Holders registered owners of the all Bonds at the expiration of sixty (60) days after the filing with the Trustee of the proof of the mailing of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in a legal action or equitable proceeding commenced for such purpose within such sixty sixty-day period; provided, however, that any Fiduciary and the Corporation State during such sixty sixty-day period and any such further period during which any such action or proceeding may be pending shall be entitled in its their absolute discretion to take such action, or to refrain from taking such action, with respect to such Supplemental Indenture Trust Agreement as it they may deem expedient.

Consent of Bondholders. The Corporation may at any time execute and deliver a Supplemental Indenture making a modification or amendment permitted by the provisions of Section 10.01 1 0.01 hereof to take effect when and as provided in this Section. Upon the adoption of such Supplemental Indenture, a copy thereof, certified by an Authorized Officer; shall be filed with the Trustee for the inspection of the Holders of Bonds. A copy of such Supplemental Indenture (or summary brief sumary thereof or reference thereto in form approved in writing by the Trustee) together with a request to Holders of Bonds the Bondholders for their consent thereto in form satisfactory to the Trustee, shall be promptly after execution and delivery thereofbe mailed or distributed by Electronic Means by the Corporation to each affected Holder the Bondholders (but failure to mail such copy and request to any particular Bondholder shall not affect the validity of Bondsthe Supplemental Indenture when consented to as in this Section provided). Such Supplemental Indenture shall not become be effective unless and until (i) there shall have been filed with the Trustee (a) the written consent of the Holders of the percentages of Outstanding Bonds specified in Section 10.01 1 0.01 hereof and (b) an opinion of Transaction Bond Counsel stating that such Supplemental Indenture has been duly and lawfully executed, delivered and filed by the Corporation in accordance with the provisions hereof, is authorized or permitted _ . hereby, and is valid and binding upon the Corporation and enforceable in accordance with its terms, and (ii) a notice shall have been mailed as hereinafter in this Section provided. Any Each such 6211 991 .22 - 65 - consent shall be effective only if accompanied by proof of the holding or owning at the date of such consent, of the Bonds with respect to which such consent is given, which proof shall be such as is permitted by Section 13 .01 hereof. A certificate or certificates by the Trustee filed with the Trustee that it has examined such proof and that such proof is sufficient in accordance with Section 1 3.01 hereof shall be conclusive proof that the consents have been given by the Holders of the Bonds described in the certificate or certificates of the Trustee. Any consent given by a Bondholder shall be binding upon the Holder of the Bonds Bondholder giving such consent and on and, anything in Section 13.01 hereof to the contrary notwithstanding, upon any subsequent Holder of such Bond and of any Bonds issued in exchange therefor (whether or not such subsequent Holder thereof has notice thereof), unless such consent is revoked in writing by the Bondholder giving such consent or a subsequent Holder thereof by filing such revocation with the Trustee, prior to the time when the written statement of the Trustee hereinafter in this Section provided for is filed. The fact that a consent has not been revoked may likewise be proved by a certificate ofthe Trustee filed with the Trustee to the effect that no revocation thereof is on file with the Trustee. At any time after the Holders of the ofthe required percentages of Bonds shall have filed their consent consents to the Supplemental Indenture, the Trustee shall make and file with the Corporation and the Trustee a written statement that such Holders of such required percentages of Bonds have filed such consents. Such written statement shall be conclusive that such consents have been so filed. At any time thereafter notice, stating in substance that the Supplemental Indenture (which may be referred to as a Supplemental Indenture adopted by the Corporation on a stated date, a copy of which is on file with the Trustee) has been consented to by the Holders of the required percentages of Bonds and will be effective as provided in this Section, may shall be given to the Bondholders by the Corporation by mailing such notice to the Bondholders. The Corporation shall file with the Trustee proof of giving the mailing of such notice. A transcript, consisting of the papers required or permitted by this Section to be filed with the Trustee, shall be proof of the matters therein stated. Such Supplemental Indenture making such amendment or modification shall be deemed conclusively binding upon the Corporation Corporation, the Trustee, each Paying Agent and the Holders of all Bonds at the expiration of sixty (60) days after upon the filing with the Trustee of the proof ofproof of the mailing ofsuch notice. tfor the purposes of this Article X, the purchasers of the Bonds of a Series, whether purchasing as underwriters, for resale or otherwise, upon such purchase from the Corporation, may consent to a modification or amendment permitted by Section 10.01 or 1 0.03 hereof in the manner provided herein, except that no proof of ownership shall be required, and with the same effect as a consent given by the Holder of such notice, except in the event of a final decree of a court of competent jurisdiction setting aside such consent in legal action or equitable proceeding commenced for such purpose within such sixty day periodBonds; provided, however, that that, if such consent is given by a purchaser who is purchasing as an underwriter or for resale, the Corporation during such sixty day period nature of the modification or amendment and any such further period during which any such action or proceeding may be pending the provisions for the purchaser consenting thereto shall be entitled described in its absolute discretion to take the official statement, prospectus, offering memorandum or other offering document prepared in connection with the primary offering of the Bonds of such action, or to refrain from taking such action, with respect to such Supplemental Indenture as it may deem expedientSeries by the Corporation.