Common use of RIGHTS OF NOTEHOLDERS TO DIRECT TRUSTEE Clause in Contracts

RIGHTS OF NOTEHOLDERS TO DIRECT TRUSTEE. Holders of Notes evidencing a Note Majority (or, with respect to any remedy, trust or power that does not relate to all Series, 50% of the aggregate Investor Interest of the Notes of all Series to which such remedy, trust or power relates) shall have the right to direct the time, method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that, subject to Section 11.1, the Trustee shall have the right to decline to follow any such direction if 101 the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or Responsible Officers of the Trustee, determine that the proceedings so directed would be illegal or involve it in personal liability or be unduly prejudicial to the rights of Noteholders not parties to such direction; and provided further, that nothing in this Indenture shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction of such Holders of Notes.

RIGHTS OF NOTEHOLDERS TO DIRECT TRUSTEE. Holders of Notes evidencing a Note The Majority (or, with respect to any remedy, trust or power that does not relate to all Series, 50% of the aggregate Investor Interest of the Notes of all Series to which such remedy, trust or power relates) Noteholders shall have the right to direct the time, method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that, that subject to Section 11.111.01, the Trustee shall have the right to decline to follow any such direction if 101 the Trustee after being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or Responsible Officers of the Trustee, determine that the proceedings so directed would be illegal or involve it in personal liability or be unduly prejudicial to the rights of Noteholders not parties to such direction; and provided and, provided, further, that nothing in this Indenture shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction of the Noteholders unless the Majority Noteholders shall have directed the Trustee not to take such Holders of Notesaction.

RIGHTS OF NOTEHOLDERS TO DIRECT TRUSTEE. The Majority ---------------------------------------- Holders of Notes evidencing a Note Majority (or, with respect to any remedy, trust or power that does not relate to all Series, 50% of the aggregate Investor Interest of the Notes of all Series to which such remedy, trust or power relates) shall have the right to direct the time, method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that, subject to Section 11.1-------- ------- 14.1, the Trustee shall have the right to decline to follow any such direction if 101 the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer or Responsible Officers of the Trustee, determine that the proceedings so directed would be illegal or involve it in personal liability or be unduly prejudicial to the rights of Noteholders not parties to such direction, or if the Trustee has not been offered reasonable security or indemnity, as contemplated by Section 14.2, by such Holders; and provided -------- further, that nothing in this Indenture Agreement shall impair the right of the Trustee to ------- take any action deemed proper by the Trustee and which is not inconsistent with such direction of such Holders of Notesby the Noteholders.

RIGHTS OF NOTEHOLDERS TO DIRECT TRUSTEE. Holders of Notes evidencing a Note Majority Unless otherwise specified in this Indenture, Required Noteholders (or, with respect to any remedy, trust or power that does not relate to all Series, 5066 2/3% of the aggregate Investor Interest of the Notes of all Series to which such remedy, trust or power relates) shall have the right to direct the time, method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that, subject to Section 11.1, the Trustee shall have the right to decline to follow any such direction if 101 the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Trust Officer or Responsible Trust Officers of the Trustee, determine that the proceedings so directed would be illegal or involve it in personal liability or be unduly prejudicial to the rights of Noteholders not parties to such direction; and provided further, that nothing in this Indenture shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction of such Holders of Notes.