Common use of Council Condition Clause in Contracts

Council Condition. No amendment or modification to this Agreement that is reasonably anticipated to increase Ongoing Financing Costs shall be effective unless the process set forth in this Section 6.02 has been followed. (a) At least 31 days prior to the effectiveness of any amendment or modification subject to this Section 6.02 and after obtaining the other necessary approvals set forth in Section 6.01, (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such amendment or modification), the Seller shall have delivered to the Council written notification of any proposed amendment or modification, which notification shall contain: (i) a reference to Docket No. UD-14-01; (ii) an Officer’s Certificate stating that the proposed amendment or modification has been approved by all parties to this Agreement; and (iii) a statement identifying the person to whom the Council or its staff is to address any response to the proposed amendment or modification or to request additional time. (b) The Council or its staff shall, within 30 days of receiving the notification complying with Section 6.02(a) above, either: (i) provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii) above, or (ii) be conclusively deemed to have consented to the proposed amendment or modification, unless, within 30 days of receiving the notification complying with Section 6.02(a) above, the Council or its staff delivers to the office of the person specified in Section 6.02(a)(iii) above a written statement requesting an additional amount of time not to exceed 30 days in which to consider whether to consent to the proposed amendment or modification. If the Council or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Council shall either provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Council shall become effective on the later of (x) the date proposed by the parties to such amendment or modification and (y) the first day after the expiration of the 30-day period provided for in this Section 6.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) Following the delivery of a notice to the Council by the Seller under Section 6.02(a), the Seller and the Issuer shall have the right at any time to withdraw from the Council further consideration of any notification of a proposed amendment. Such withdrawal shall be evidenced by the prompt written notice thereof by the Seller to the Council, the Indenture Trustee, the Issuer and the Servicer.

Council Condition. No amendment or modification to this Agreement supplemental indenture that is reasonably anticipated to increase Ongoing Financing Costs (other than the initial Series Supplement) or proposed action described in Section 3.21(e) shall be effective unless the process set forth in this Section 6.02 9.03 has been followed. (a) At least 31 days prior to the effectiveness of any amendment or modification supplemental indenture subject to this Section 6.02 9.03 and after obtaining the other necessary approvals set forth in Section 6.01Sections 9.01 or 9.02, (as applicable, except that for the consent of the Indenture Trustee may be subject to and the Holders if the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such amendment or modification)supplemental indenture, the Seller Issuer shall have delivered to the Council written notification of any proposed amendment or modificationsupplemental indenture, which notification shall contain: (i) a reference to Docket No. UD-14-01; (ii) an Officer’s Certificate stating that the proposed amendment or modification supplemental indenture has been approved by all parties to this AgreementIndenture; and (iii) a statement identifying the person to whom the Council or its staff is to address any response to the proposed amendment or modification supplemental indenture or to request additional time. (b) The Council or its staff shall, within 30 days of receiving the notification complying with Section 6.02(a9.03(a) above, either: (i) provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii9.03(a)(iii) above, or (ii) be conclusively deemed to have consented to the proposed amendment or modificationsupplemental indenture, unless, within 30 days of receiving the notification complying with Section 6.02(a9.03(a) above, the Council or its staff delivers to the office of the person specified in Section 6.02(a)(iii9.03(a)(iii) above a written statement requesting an additional amount of time not to exceed 30 days in which to consider whether to consent to the proposed amendment or modificationsupplemental indenture. If the Council or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Council shall either provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii9.03(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification supplemental indenture on the last day of such extension of time. Any amendment or modification supplemental indenture requiring the consent of the Council shall become effective on the later of (x) the date proposed by the parties to such amendment or modification supplemental indenture and (y) the first day after the expiration of the 30-30 day period provided for in this Section 6.02(b9.03(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) Following the delivery of a notice to the Council by the Seller Issuer under Section 6.02(a)9.03(a) above, the Seller and the Issuer shall have the right at any time to withdraw from the Council further consideration of any notification of a proposed amendmentsupplemental indenture. Such withdrawal shall be evidenced by the prompt written notice thereof by the Seller Issuer to the Council, the Indenture Trustee, the Issuer Trustee and the Servicer.

Council Condition. No amendment or modification to of this Agreement that is reasonably anticipated to increase Ongoing Financing Costs shall be effective unless the process set forth in this Section 6.02 14 has been followed. (a) At least 31 days prior to the effectiveness of any amendment or modification subject to this Section 6.02 14 and after obtaining the other necessary approvals set forth in Section 6.01, 13 above (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such amendment or modificationamendment), the Seller Administrator shall have delivered to the Council Council’s Executive Secretary and Executive Counsel written notification of any proposed amendment or modificationamendment, which notification shall contain: (i) a reference to Docket No. UD-14-01; (ii) an Officer’s Certificate stating that the proposed amendment or modification has been approved by all parties to this Administration Agreement; and (iii) a statement identifying the person to whom the Council or its staff is to address any response to the proposed amendment or modification or to request additional time. (b) The Council or its staff shall, within 30 days of receiving the notification complying with Section 6.02(a14(a) above, either: (i) provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii14(a)(iii) above, or (ii) be conclusively deemed to have consented to the proposed amendment or modificationamendment, unless, within 30 days of receiving the notification complying with Section 6.02(a14(a) above, the Council or its staff delivers to the office of the person specified in Section 6.02(a)(iii14(a)(iii) above a written statement requesting an additional amount of time not to exceed one period of 30 days in which to consider whether to consent to the proposed amendment or modificationamendment. If the Council or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Council shall either provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii14(a)(iii) above no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Council shall become effective on the later of (x) the date proposed by the parties to such amendment or modification and (y) the first day after the expiration of the 30-day period provided for in this Section 6.02(b14(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) Following the delivery of a notice to the Council by the Seller Administrator under Section 6.02(a)14(a) above, the Seller and the Issuer Administrator shall have the right at any time to withdraw from the Council further consideration of any notification of a proposed amendment. Such withdrawal shall be evidenced by the prompt written notice thereof by the Seller Administrator to the Council, the Indenture Trustee, the Issuer and the Servicer.

Council Condition. No amendment or modification to this Agreement that is reasonably anticipated to increase Ongoing Financing Costs shall be effective unless the process set forth in this Section 6.02 8.02 has been followed. (a) At least 31 days prior to the effectiveness of any amendment or modification subject to this Section 6.02 8.02 and after obtaining the other necessary approvals set forth in Section 6.01, 8.01(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such amendment or modification), the Seller Servicer shall have delivered to the Council written notification of any proposed amendment or modificationamendment, which notification shall contain: (i) a reference to Docket No. UD-14-0101 and to any other Docket No. under which a Financing Order has been issued; (ii) an Officer’s Certificate stating that the proposed amendment or modification has been approved by all parties to this Agreement; and (iii) a statement identifying the person to whom the Council or its staff is to address any response to the proposed amendment or modification or to request additional time.; (b) The Council or its staff shall, within 30 days of receiving the notification complying with Section 6.02(a) above8.02(a), either: (i) provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii) above8.02(a)(iii), or (ii) be conclusively deemed to have consented to the proposed amendment or modification, unless, within 30 days of receiving the notification complying with Section 6.02(a) above8.02(a), the Council or its staff delivers to the office of the person specified in Section 6.02(a)(iii8.02(a)(iii) above a written statement requesting an additional amount of time not to exceed 30 days in which to consider whether to consent to the proposed amendment or modification. If the Council or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Council shall either provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii8.02(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Council shall become effective on the later of (x) the date proposed by the parties to such amendment or modification and (y) the first day after the expiration of the 30-day period provided for in this Section 6.02(b8.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) Following the delivery of a notice to the Council by the Seller Servicer under Section 6.02(a8.02(a), the Seller Servicer and the Issuer shall have the right at any time to withdraw from the Council further consideration of any notification of a proposed amendment. Such withdrawal shall be evidenced by the Servicer’s giving prompt written notice thereof by the Seller to the Council, the Indenture Trustee, the Issuer and the ServicerIndenture Trustee.

Council Condition. No amendment or modification to this Agreement that is reasonably anticipated to increase Ongoing Financing Costs shall be effective unless the process set forth in this Section 6.02 8.02 has been followed. (ac) At least 31 days prior to the effectiveness of any amendment or modification subject to this Section 6.02 8.02 and after obtaining the other necessary approvals set forth in Section 6.01, 8.01(a) (except that the consent of the Indenture Trustee may be subject to the consent of the Holders if such consent is required or sought by the Indenture Trustee in connection with such amendment or modification), the Seller Servicer shall have delivered to the Council written notification of any proposed amendment or modificationamendment, which notification shall contain: : (i) a i)a reference to Docket No. UD-14-01; 01 and to any other Docket No. under which a Financing Order has been issued; (ii) an ii)an Officer’s Certificate stating that the proposed amendment or modification has been approved by all parties to this Agreement; and and (iii) a iii)a statement identifying the person to whom the Council or its staff is to address any response to the proposed amendment or modification or to request additional time. ; (b) The d)The Council or its staff shall, within 30 days of receiving the notification complying with Section 6.02(a) above, either:8.02 (ia) provide either: (i)provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii) above8.02(a)(iii), or or (ii) be ii)be conclusively deemed to have consented to the proposed amendment or modification, unless, within 30 days of receiving the notification complying with Section 6.02(a) above8.02(a), the Council or its staff delivers to the office of the person specified in Section 6.02(a)(iii8.02(a)(iii) above a written statement requesting an additional amount of time not to exceed 30 days in which to consider whether to consent to the proposed amendment or modification. If the Council or its staff requests an extension of time in the manner set forth in the preceding sentence, then the Council shall either provide notice of its consent or lack of consent to the person specified in Section 6.02(a)(iii8.02(a)(iii) no later than the last day of such extension of time or be conclusively deemed to have consented to the proposed amendment or modification on the last day of such extension of time. Any amendment or modification requiring the consent of the Council shall become effective on the later of (x) the date proposed by the parties to such amendment or modification and (y) the first day after the expiration of the 30-day period provided for in this Section 6.02(b8.02(b), or, if such period has been extended pursuant hereto, the first day after the expiration of such period as so extended. (c) Following the delivery of a notice to the Council by the Seller under Section 6.02(a), the Seller and the Issuer shall have the right at any time to withdraw from the Council further consideration of any notification of a proposed amendment. Such withdrawal shall be evidenced by the prompt written notice thereof by the Seller to the Council, the Indenture Trustee, the Issuer and the Servicer.