Common use of Control by the Noteholders Clause in Contracts

Control by the Noteholders. The Holders of a majority of the Outstanding Amount of the Notes 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: (a) such direction shall not be in conflict with any rule of law or with this Indenture; (b) 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 Notes; (c) 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 Notes to sell or liquidate the Trust Estate shall be of no force and effect; and (d) 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 the Noteholders. The Prior to the Indenture Maturity Date the Holders of Notes entitled to at least 66 2/3% of the Voting Rights of the most senior Class of Notes then Outstanding, and on or after the Indenture Maturity Date, the Holders of Notes entitled to at least a majority of the Outstanding Amount aggregate Voting Rights of the Notes all Classes voting together as a single 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: (a1) such direction shall not be in conflict with any rule of law or with this Indenture;, (b2) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate undertake a Sale of the Trust Estate shall be by the Holders of Notes representing not less than 100% entitled to the percentage of the Outstanding Amount of the Notes;Voting Rights specified in Section 5.18(b)(1) or (2), whichever is applicable, (c3) if the conditions to retention of the Trust Estate set forth in Section 5.05 5.05(a) have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Sectionsatisfied, then any written direction by less than all of the Noteholders to the Indenture Trustee by Holders to undertake a Sale of Notes representing less than 100% of the Outstanding Amount of the Notes to sell or liquidate the Trust Estate shall be of no force and effect; , and (d4) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that which is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section; provided, however, that, subject to Section 6.01, the Indenture Trustee need not take any action that which it determines might involve it in liability or might materially adversely affect expense or be unjustly prejudicial to the rights of any Noteholders not consenting consenting. Notwithstanding anything herein to such actionthe contrary, any direction to the Indenture Trustee to declare the Notes due and payable shall be made by those Classes of Notes as specified in Section 5.02 hereof.

Control by the Noteholders. The Holders of a majority Notes entitled to 50% of the Outstanding Amount Voting Rights (in the case of a declaration that the Notes are immediately due and payable, a sale, foreclosure or other action with respect to the Accounts, the required holders of Notes as set forth in Section 5.02 hereof), 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: (a1) such direction shall not be in conflict with any rule of law or with this Indenture;, (b2) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate undertake a Sale of the Trust Estate shall be by the Holders of Notes representing not less than 100% entitled to the percentage of the Outstanding Amount of the Notes;Voting Rights specified in Section 5.18(b)(1) or (2), whichever is applicable, (c3) if the conditions to retention of the Trust Estate set forth in Section 5.05 5.05(a) have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Sectionsatisfied, then any written direction by less than all of the Noteholders to the Indenture Trustee by Holders to undertake a Sale of Notes representing less than 100% of the Outstanding Amount of the Notes to sell or liquidate the Trust Estate shall be of no force and effect; , and (d4) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that which is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section; PROVIDED, HOWEVER, that, subject to Section 6.01, the Indenture Trustee need not take any action that which it determines might involve it in liability or might materially adversely affect expense or be unjustly prejudicial to the rights of any Noteholders not consenting consenting. Notwithstanding anything herein to such actionthe contrary, any direction to the Trustee to declare the Notes due and payable shall be made by those Classes of Notes as specified in Section 5.02 hereof.

Control by the Noteholders. The Holders of a majority of the Outstanding Amount of the Notes 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: (a) such direction shall not be in conflict with any rule of law or with this Indenture; (b) 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 Notes; (c) 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 Notes to sell or liquidate the Trust Estate shall be of no force and effect; and (d) 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 the Noteholders. The Prior to the Indenture Maturity Date the Holders of Notes entitled to at least 662/3% of the Voting Rights of the Class of Notes with the lowest numerical class designation then Outstanding, and on or after the Indenture Maturity Date, the Holders of Notes entitled to at least a majority of the Outstanding Amount aggregate Voting Rights of the Notes all Classes voting together as a single 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: (a1) such direction shall not be in conflict with any rule of law or with this Indenture;, (b2) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate undertake a Sale of the Trust Estate Fund shall be by the Holders of Notes representing not less than 100% entitled to the percentage of the Outstanding Amount of the Notes;Voting Rights specified in Section 5.18(b)(1) or (2), whichever is applicable, (c3) if the conditions to retention of the Trust Fund set forth in Section 5.05 5.05(a) have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Sectionsatisfied, then any written direction by less than all of the Noteholders to the Indenture Trustee by Holders of Notes representing less than 100% to undertake a Sale of the Outstanding Amount of the Notes to sell or liquidate the Trust Estate Fund shall be of no force and effect; , and (d4) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that which is not inconsistent with such direction. Notwithstanding the rights of Noteholders set forth in this Section; provided, however, that, subject to Section 6.01, the Indenture Trustee need not take any action that which it determines might involve it in liability or might materially adversely affect expense or be unjustly prejudicial to the rights of any Noteholders not consenting consenting. Notwithstanding anything herein to such actionthe contrary, any direction to the Trustee to declare the Notes due and payable shall be made by those Classes of Notes as specified in Section 5.02 hereof.