Common use of Modification without Consent of Bondholders Clause in Contracts

Modification without Consent of Bondholders. The Authority and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, and subject to the conditions and restrictions contained in this Indenture, may enter into an indenture or indentures supplemental hereto, which indenture or indentures thereafter shall form a part hereof; and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, may consent to any Amendment to the Agreement; in each case for any one or more of the following purposes: (a) to add to the covenants and agreements of the Authority contained in this Indenture, or of the Borrower contained in the Agreement, other covenants and agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, or to surrender any right or power herein or therein reserved to or conferred upon the Authority or the Borrower; provided, that no such covenant, agreement, assignment, pledge or surrender shall materially adversely affect the interests of the holders of the Bonds; (b) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or supplementing any defective provision contained in this Indenture or the Agreement, or in regard to matters or questions arising under this Indenture or the Agreement, as the Authority may deem necessary or desirable and not inconsistent with this Indenture and which shall not materially adversely affect the interests of the holders of the Bonds; (c) to modify, amend or supplement this Indenture or any indenture supplemental hereto in such manner as to permit the qualification hereof or thereof under the Trust Indenture Act of 1939 or any similar federal statute hereafter in effect, and, if they so determine, to add to this Indenture or any indenture supplemental hereto such other terms, conditions and provisions as may be permitted by said Trust Indenture Act of 1939 or similar federal statute, and which shall not adversely affect the interests of the holders of the Bonds; (d) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; provided that such amendment or supplement shall not materially adversely affect the interests of the holders of the Bonds; (e) to modify or eliminate the book-entry registration system for any of the Bonds; (f) to provide for the procedures required to permit any Bondholder to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such rights, as contemplated by Section 1286 of the Code; (g) to provide for the appointment of a co-trustee or the succession of a new Trustee, Registrar or Paying Agent; (h) to change Exhibit A to the Agreement in accordance with the provisions thereof and of the Tax Certificate; (i) to comply with requirements of any Rating Agency in order to obtain or maintain a rating on any Bonds; or (j) in connection with any other change which, in the judgment of the Trustee (which may be based upon an Opinion of Counsel), will not adversely affect the security for the Bonds or the Tax-Exempt status of interest thereon or otherwise materially adversely affect the holders of the Bonds. Notwithstanding the foregoing provisions of this Section 9.01, the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture, and the Trustee shall not enter into any supplemental indenture or consent to any Amendment without first obtaining the written consent of the Borrower. The Trustee will give notice of the provisions of any supplemental indenture authorized by the provisions of this Section 9.01 to the applicable Rating Agencies. Any supplemental indenture or Amendment permitted pursuant to this Section 9.01 may be approved by an Authorized Authority Representative and need not be approved by resolution or other action of the Board of Directors of the Authority.

Modification without Consent of Bondholders. The Authority Authority, when authorized by resolution of the District, and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, and but with the consent of the Credit Enhancement Provider (so long as the Credit Enhancement Provider is not in default under the Credit Enhancement), subject to the conditions and restrictions contained in this IndentureIndenture contained, may enter into an indenture or indentures supplemental hereto, which indenture or indentures thereafter shall form a part hereof; and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, may consent to any Amendment to the Agreement; in each case for any one or more or all of the following purposes: (a) to add to the covenants and agreements of the Authority contained in this Indenture, or of the Borrower contained in the AgreementIndenture contained, other covenants and agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, or to surrender any right or power herein or therein reserved to or conferred upon the Authority or the Borrower; Authority, provided, that no such covenant, agreement, assignment, pledge agreement or surrender shall materially adversely affect the interests of the holders Holders of the Bonds; (b) to evidence the succession of another corporation to the Authority, or successive successions, and the assumption by a successor corporation of the covenants and obligations of the Authority in the Bonds and in this Indenture contained; (c) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or supplementing any defective provision contained in this Indenture or the AgreementIndenture, or in regard to other matters or questions arising under this Indenture or the AgreementIndenture, as the Authority may deem necessary or desirable and not inconsistent with this Indenture and which shall not materially adversely affect the interests of the holders Holders of the Bonds;; or (cd) to modify, amend or supplement this Indenture or any indenture supplemental hereto in such manner as to permit the qualification hereof or and thereof under the Trust Indenture Act of 1939 TIA or any similar federal statute hereafter in effect, and, if they so determine, to add to this Indenture or any indenture supplemental hereto such other terms, conditions and provisions as may be permitted by said Trust Indenture Act of 1939 the TIA or similar federal statute, and which shall not adversely affect the interests of the holders of the Bonds; (d) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; provided that such amendment or supplement shall not materially adversely affect the interests of the holders of the Bonds; (e) to modify or eliminate the book-entry registration system for any of the Bonds; (f) to provide for the procedures required to permit any Bondholder to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such rights, as contemplated by Section 1286 of the Code; (g) to provide for the appointment of a co-trustee or the succession of a new Trustee, Registrar or Paying Agent; (h) to change Exhibit A to the Agreement in accordance with the provisions thereof and of the Tax Certificate; (i) to comply with requirements of any Rating Agency in order to obtain or maintain a rating on any Bonds; or (j) in connection with any other change which, in the judgment of the Trustee (which may be based upon an Opinion of Counsel), will not adversely affect the security for the Bonds or the Tax-Exempt status of interest thereon or otherwise materially adversely affect the holders Holders of the Bonds. Notwithstanding Any Supplemental Indenture authorized by the foregoing provisions of this Section 9.01may be executed by the Authority and the Trustee without the consent of the Holders of any of the Bonds at the time outstanding, notwithstanding any of the provisions of Section 12.2, but the Trustee shall not be obligated to enter into any such supplemental indenture Supplemental Indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture, and the Trustee shall not enter into any supplemental indenture or consent to any Amendment without first obtaining the written consent of the Borrower. The Trustee will give notice of the provisions of any supplemental indenture authorized by the provisions of this Section 9.01 to the applicable Rating Agencies. Any supplemental indenture or Amendment permitted pursuant to this Section 9.01 may be approved by an Authorized Authority Representative and need not be approved by resolution or other action of the Board of Directors of the Authority.

Modification without Consent of Bondholders. The Authority Issuer and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, (with the consent of the Credit Bank during the term of the Letter of Credit) and subject to the conditions and restrictions contained in this IndentureIndenture contained, may enter into an indenture or indentures supplemental hereto, which indenture or indentures thereafter shall form a part hereof; and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, may consent to any Amendment to the Agreement; in each case for any one or more of the following purposes: (a) to add to the covenants and agreements of the Authority contained Issuer in this Indenture, or of the Borrower contained in the AgreementIndenture contained, other covenants and agreements thereafter to be observed, or to assign or pledge additional security for any of the BondsBonds (including an Alternate Credit Facility), or to surrender any right or power herein or therein reserved to or conferred upon the Authority or the Borrower; Issuer, provided, that no such covenant, agreement, assignment, pledge or surrender shall materially adversely affect the interests of the holders of the Bonds; (b) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or supplementing any defective provision contained in this Indenture or the Agreement, or in regard to matters or questions arising under this Indenture or the AgreementIndenture, as the Authority may deem necessary or desirable and not inconsistent with this Indenture and which shall not materially adversely affect the interests of the holders of the Bonds; (c) to modify, amend or supplement this Indenture or any indenture supplemental hereto in such manner as to permit the qualification hereof or thereof under the Trust Indenture Act of 1939 or any similar federal statute hereafter in effect, and, if they so determine, to add to this Indenture or any indenture supplemental hereto such other terms, conditions and provisions as may be permitted by said Trust Indenture Act of 1939 or similar federal statute, and which shall not adversely affect the interests of the holders of the Bonds; (d) to provide for any additional proceduresthe issuance of Additional Bonds; (e) to modify, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; provided that such amendment amend or supplement this Indenture or any indenture supplemental hereto, as the Issuer may deem necessary or desirable and not inconsistent with this Indenture and which shall not materially adversely affect the interests of 100 the holders of the Bonds; (e) to modify or eliminate the book-entry registration system for any of the BondsBonds in connection with an Alternate Credit Facility; (f) to provide procedures permitting Bondholders to utilize an uncertificated system of registration for the procedures required to permit any Bondholder to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such rights, as contemplated by Section 1286 of the Code;Bonds; or (g) to provide for the appointment of a co-trustee or the succession of a new Trustee, Registrar or Paying Agent; (h) to change Exhibit A to the Agreement in accordance comply with the provisions thereof and requirements of Xxxxx'x or S&P so long as such requirements do not impair the security of the Tax Certificate; bondholders. Any Supplemental Indenture authorized by the provisions of this section may be executed by the Issuer and the Trustee without the consent of (or notice to) the holders of any of the Bonds at the time Outstanding, notwithstanding any of the provisions of Section 9.2, but (i) to comply with requirements of any Rating Agency in order to obtain or maintain a rating on any Bonds; or (j) in connection with any other change which, in the judgment of the Trustee (which may be based upon an Opinion of Counsel), will not adversely affect the security for the Bonds or the Tax-Exempt status of interest thereon or otherwise materially adversely affect the holders of the Bonds. Notwithstanding the foregoing provisions of this Section 9.01, the Trustee shall not be obligated to enter into any such supplemental indenture Supplemental Indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture, and (ii) the Trustee shall not enter into any supplemental indenture or consent to any Amendment such Supplemental Indenture without first obtaining the written consent of the Borrower. The Trustee will give notice of the provisions of any supplemental indenture authorized by the provisions of this Section 9.01 to the applicable Rating Agencies. Any supplemental indenture or Amendment permitted pursuant to this Section 9.01 may be approved by an Authorized Authority Representative and need not be approved by resolution or other action of the Board of Directors of the AuthorityCompany.

Modification without Consent of Bondholders. The Authority County and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, but with the consent of the Credit Provider, if any, and subject to the conditions and restrictions contained in this Indenture, may enter into an indenture or indentures supplemental hereto, which indenture or indentures thereafter shall form a part hereof; and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, but with the consent of the Credit Provider, if any, may consent to any Amendment to the Agreementany Document; in each case for any one or more of the following purposes: (a) to add to the covenants and agreements of the Authority County contained in this Indenture, or of the Borrower Borrower, the Guarantor or of any Credit Provider contained in the Agreementany Document, other covenants and agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, or to surrender any right or power herein or therein reserved to or conferred upon the Authority County or the Borrower; provided, that no such covenant, agreement, assignment, pledge or surrender shall materially adversely affect the interests of the holders of the Bonds; (b) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or supplementing any defective provision contained in this Indenture or the Agreementany Document, or in regard to matters or questions arising under this Indenture or the Agreementany Document, as the Authority County may deem necessary or desirable and not inconsistent with this Indenture or any Document and which shall not materially adversely affect the interests of the holders of the Bonds; (c) to modify, amend or supplement this Indenture or any indenture supplemental hereto in such manner as to permit the qualification hereof or thereof under the Trust Indenture Act of 1939 or any similar federal statute hereafter in effect, and, if they so determine, to add to this Indenture or any indenture supplemental hereto such other terms, conditions and provisions as may be permitted by said Trust Indenture Act of 1939 or similar federal statute, and which shall not adversely affect the interests of the holders of the Bonds; (d) to provide for any additional procedures, covenants or agreements necessary to maintain the Tax-Exempt status of interest on the Bonds; provided that such amendment or supplement shall not materially adversely affect the interests of the holders of the Bonds; (e) to modify or eliminate the book-entry registration system for any of the Bonds; (f) to provide for the procedures required to permit any Bondholder to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such rights, as contemplated by Section 1286 of the Code; (g) to provide for the appointment of a co-trustee or the succession of a new Trustee, Registrar or Paying Agent; (h) to change Exhibit A to the Agreement in accordance with the provisions thereof and of the Tax Certificate; (i) to provide for a Credit Facility or substitute Credit Facility; (j) to comply with requirements of any Rating Agency in order to obtain or maintain a rating on any Bonds; or; (jk) in connection with any other change which, in the judgment of the Trustee (which may be based upon an Opinion of Counsel), will not adversely affect the security for the Bonds or the Tax-Exempt status of interest thereon or otherwise materially adversely affect the holders of the Bonds; or (l) to modify, alter, amend or supplement this Indenture or any Document in any other respect, including amendments which would otherwise be described in Section IX.9.2 hereof, if the effective date of such supplemental indenture or supplemental indenture or Amendment is a date on which all Bonds affected thereby are subject to mandatory tender for purchase pursuant to Section IV.4.7 hereof or if Notice by Mail of the proposed supplemental indenture or Amendment is given to holders of the affected Bonds at least thirty (30) days before the effective date thereof and, on or before such effective date, such Bondholders have the right to demand purchase of their Bonds pursuant to Section IV.4.6 hereof. Notwithstanding the foregoing provisions of this Section 9.01IX.9.1, the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture, and the Trustee shall not enter into any supplemental indenture or consent to any Amendment without first obtaining the written consent of the Borrower. The Trustee will give notice of the provisions of any supplemental indenture authorized by the provisions of this Section 9.01 IX.9.1 to the applicable Rating Agencies. Any supplemental indenture or Amendment permitted pursuant to this Section 9.01 IX.9.1 may be approved by an Authorized Authority County Representative and need not be approved by resolution or other action of the Board of Directors Commissioners of the AuthorityCounty.

Modification without Consent of Bondholders. The Authority and the Trustee, without the consent of or notice to any Bondholders from time to time and at any time, and subject Subject to the conditions and restrictions contained in this Indenture, the Authority and the Bond Trustee, from time to time and at any time may enter into an indenture or indentures supplemental hereto, which indenture or indentures thereafter shall form a part hereof; and the Trustee, including, without the consent of or notice to any Bondholders from time to time and at any timelimitation, may consent to any Amendment to the Agreement; in each case for any one or more of the following purposes, provided that the Authority and the Bond Trustee shall have received an Opinion of Bond Counsel to the effect that such amendment or modification will not cause the interest on the Tax-Exempt Bonds to be included as gross income for federal income tax purposes and that such amendment or modification is permitted by this Indenture: (a) to add to the covenants and agreements of the Authority contained in this Indenture, or of the Borrower contained in the Agreement, other covenants and agreements thereafter to be observed, or to assign or pledge additional security for any of the Bonds, or to surrender any right or power herein or therein reserved to or conferred upon the Authority Authority; provided such amendment or the Borrower; provided, that no such covenant, agreement, assignment, pledge or surrender shall modification will not materially and adversely affect the interests of the holders Holders of the Bonds; (b) to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing, correcting or supplementing any defective provision provision, contained in this Indenture or the AgreementIndenture, or in regard to such matters or questions arising under this Indenture or the Agreement, as the Authority may deem necessary or desirable and not inconsistent with this Indenture and which shall Indenture; provided such amendment or modification will not materially and adversely affect the interests of the holders Holders of the Bonds; (c) to modify, amend or supplement this Indenture or any indenture supplemental hereto in such manner as to permit the qualification hereof or thereof under the Trust Indenture Act of 1939 1939, as amended, or any similar federal statute hereafter in effect, and, if they so determine, to add to this Indenture or any indenture supplemental hereto such other terms, conditions and provisions as may be permitted by said Trust Indenture Act of 1939 1939, as amended, or similar federal statute, ; provided such amendment or modification will not materially and which shall not adversely affect the interests of the holders Holders of the Bonds; (d) in connection with an amendment of any agreement permitted by Section 6.06 hereof for the purpose of conforming the terms, conditions and covenants of this Indenture to provide for any additional procedures, covenants the corresponding or agreements necessary to maintain the Tax-Exempt status related provisions of interest on the Bonds; provided that such amendment or supplement shall not materially adversely affect the interests of the holders of the Bondsamended agreement; (e) to modify or eliminate the book-entry registration system for any of the Bonds;; or (f) to provide for the procedures required to permit any Bondholder to separate the right to receive interest on the Bonds from the right to receive principal thereof and to sell or dispose of such rights, as contemplated by Section 1286 of the Code; (g) to provide for the appointment of a co-trustee or the succession of a new Trustee, Registrar or Paying Agent; (h) to change Exhibit A to the Agreement in accordance with the provisions thereof and of the Tax Certificate; (i) to comply with requirements of any a Rating Agency in order to obtain or maintain a rating on any Bonds; or (j) in connection with any other change which, in . Any supplemental indenture authorized by the judgment of the Trustee (which may be based upon an Opinion of Counsel), will not adversely affect the security for the Bonds or the Tax-Exempt status of interest thereon or otherwise materially adversely affect the holders of the Bonds. Notwithstanding the foregoing provisions of this Section 9.019.01 may be executed by the Authority and the Bond Trustee without the consent of the Holders of any of the Bonds at the time Outstanding, notwithstanding any of the provisions of Section 9.02 hereof, but the Bond Trustee shall not be obligated to enter into any such supplemental indenture which affects the Bond Trustee's ’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture, and the . The Bond Trustee shall not enter into any supplemental indenture or consent to any Amendment without first obtaining the written consent mail an executed copy of the Borrower. The Trustee will give notice of the provisions of any a supplemental indenture authorized by the provisions of this Section 9.01 and any document related thereto or executed in connection therewith to the Borrower and each Rating Agency then rating the Bonds promptly after execution by the Authority and the Bond Trustee. The Bond Trustee mailing a copy of such Supplemental Indenture to any Rating Agency is conditioned upon the Borrower or the Authority providing the Bond Trustee with written notice as to the applicable Rating AgenciesAgency then rating the Bonds. Any supplemental indenture or Amendment permitted pursuant The Authority shall mail drafts of any such documents to this Section 9.01 may be approved by an Authorized Authority Representative and need not be approved by resolution or other action of the Board of Directors of the Authoritysuch parties prior to execution thereof.