Common use of Control by Controlling Class Clause in Contracts

Control by Controlling Class. The Holders of a majority of the Outstanding Amount of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Notes representing not less than 100% of the Outstanding Amount of the Controlling Class; (iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any direction to the Indenture Trustee by Holders of Notes representing less than 100% of the Outstanding Amount of the Controlling Class to sell or liquidate the Trust Estate shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders Noteholders of Notes evidencing not less than a majority of the Outstanding Amount principal amount of the Controlling Class Outstanding shall have the right right, subject to Section 6.2(f), to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (ia) such direction shall not be in conflict with any rule of law or with this Indenture; (iib) subject to the express terms of Section 5.045.4, any direction to the Indenture Trustee to sell or liquidate the Indenture Trust Estate shall be by Holders holders of Notes representing evidencing not less than 100% of the Outstanding Amount principal amount of the Controlling ClassNotes Outstanding; (iiic) if the conditions set forth in Section 5.05 5.5 have been satisfied and the Indenture Trustee elects to retain the Indenture Trust Estate pursuant to such SectionSection 5.5, then any direction to the Indenture Trustee by Holders Noteholders of Notes representing evidencing less than 100% of the Outstanding Amount principal amount of the Controlling Class Notes Outstanding to sell or liquidate the Indenture Trust Estate shall be of no force and effect; and (ivd) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this SectionSection 5.11, subject to Section 6.016.1, the Indenture Trustee need not take any action that it determines might involve it in costs or expenses for which it would not be adequately indemnified or expose it to personal liability or might materially adversely affect or unduly prejudice the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders of a majority 51% or more of the Outstanding Amount Note Balance of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided provided, that: (i) such direction shall not be in conflict inconsistent with any rule of law or with this Indenture; (ii) the Indenture Trustee may take any other action reasonably deemed proper by the Indenture Trustee that is not inconsistent with such direction; (iii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by Holders of Notes representing evidencing not less than 100% of the Outstanding Amount Note Balance of the Controlling Class;Outstanding Notes; and (iiiiv) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such Section, then any direction to the Indenture Trustee by the Holders of Notes representing evidencing less than 100% of the Outstanding Amount Note Balance of the Controlling Class Outstanding Notes to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability for which it will not be adequately indemnified or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The If the Indenture Trustee is the Controlling Party, the Holders of a majority of the Outstanding Amount of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Notes representing not less than 100% of the Outstanding Amount of the Controlling Class; (iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Notes representing less than 100% of the Outstanding Amount of the Controlling Class to sell or liquidate the Trust Estate shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders of a majority of the Note Balance of the Outstanding Amount Notes of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or this Agreement or exercising any trust or power conferred on the Indenture TrusteeTrustee hereunder or under the Notes or any other Basic Document; provided that: provided, however, that (i) such direction shall not be in conflict with any rule of law or with this Indenture; , (ii) the Indenture Trustee may take any other action reasonably deemed proper by the Indenture Trustee that is not inconsistent with such direction, (iii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by Holders of Notes representing evidencing not less than 100% of the Outstanding Amount Note Balance of the Controlling Class; Outstanding Notes and (iiiiv) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such Section, then any direction to the Indenture Trustee by the Holders of Notes representing evidencing less than 100% of the Outstanding Amount Note Balance of the Controlling Class Outstanding Notes to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this SectionSection 5.11, subject to Section 6.01, the Indenture Trustee need not take any action that it reasonably determines might involve it in liability (unless it is offered a reasonable indemnity satisfactory to it) or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders Noteholders of Notes evidencing not less than a majority of the Outstanding Amount of the Controlling Class shall have the right right, subject to Section 6.2(f), to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (ia) such direction shall not be in conflict with any rule of law or with this Indenture; (iib) subject to the express terms of Section 5.045.4, any direction to the Indenture Trustee to sell or liquidate the Indenture Trust Estate shall be by Holders of Notes representing Noteholders evidencing not less than 100% of the Outstanding Amount of the Controlling Class; (iiic) if the conditions set forth in Section 5.05 5.5 have been satisfied and the Indenture Trustee elects to retain the Indenture Trust Estate pursuant to such SectionSection 5.5, then any direction to the Indenture Trustee by Holders Noteholders of Notes representing evidencing less than 100% of the Outstanding Amount of the Controlling Class to sell or liquidate the Indenture Trust Estate shall be of no force and effect; and (ivd) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this SectionSection 5.11, subject to Section 6.016.1, the Indenture Trustee need not take any action that it determines might involve it in costs or expenses for which it would not be indemnified to its satisfaction or expose it to personal liability or might materially adversely affect or unduly prejudice the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders of a majority 51% or more of the Outstanding Amount Note Balance of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided provided, that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) the Indenture Trustee may take any other action reasonably deemed proper by the Indenture Trustee that is not inconsistent with such direction; (iii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by Holders of Notes representing evidencing not less than 100% of the Outstanding Amount Note Balance of the Controlling Class;Outstanding Notes; and (iiiiv) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such Section, then any direction to the Indenture Trustee by the Holders of Notes representing evidencing less than 100% of the Outstanding Amount Note Balance of the Controlling Class Outstanding Notes to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability for which it will not be adequately indemnified or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders of a majority of the Outstanding Amount of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Notes representing not less than 100% of the Outstanding Amount of the Controlling Class;; Indenture (iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any direction to the Indenture Trustee by Holders of Notes representing less than 100% of the Outstanding Amount of the Controlling Class to sell or liquidate the Trust Estate shall be of no force and effect; and; (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction; and (v) such Holders of the Controlling Class shall have offered to the Indenture Trustee indemnity reasonably satisfactory to it against the costs, expenses and liability it may incur in complying with such direction. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Noteholders not consenting to such action.

Control by Controlling Class. The Holders of a majority of the Outstanding Amount of the Controlling Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Notes or exercising any trust or power conferred on the Indenture Trustee; provided that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Notes representing not less than 100% of the Outstanding Amount of the Controlling Class; (iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Notes representing less than 100% of the Outstanding Amount of the Controlling Class to sell or liquidate the Trust Estate shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such directiondirection and the terms of this Indenture. Notwithstanding the rights of Noteholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Noteholders not consenting to such action.