Common use of Series Supplements Clause in Contracts

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Rated Final Payment Date, or the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Principal Balance thereof, the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any), or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement or in any Mortgage, deprive any Noteholder of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (7) modify this Section 8.04.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement amendment, modification or supplement may, without the consent of each Noteholder holding the holders of 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Rated Legal Final Payment Date, the Anticipated Repayment Date or the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Note Principal Balance thereof, or the Class Principal Balance thereof or the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any)thereon, or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated applicable Legal Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplementsupplemental indenture or amendment, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenturedefault under the Transaction Documents, or for any other reason under this Indenture a Transaction Document (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers an Issuer to maintain an office or agency in the places and for the purposes set forth specified in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement, in any Property Transfer Agreement or in any Mortgage, deprive any Noteholder the Indenture Trustee of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture Indenture, (except as specifically permitted under this Indenture, the Property Management Agreement or the related such Mortgage) all or any portion part of the Collateral PoolCollateral; (6) modify the definition of the term “Noteholder”; or (7) modify Article VIII of this Section 8.04Indenture. No such supplemental indenture or amendment shall be effective unless the Indenture Trustee shall have first received an Opinion of Counsel to the effect that such amendment will not (i) cause any Class of Notes of any Series that was characterized as debt, as of the applicable Series Closing Dates, to be characterized other than as indebtedness for U.S. federal income tax purposes, and (ii) any of the Issuers of any outstanding Series to be treated as an association, a publicly-traded partnership or a taxable mortgage pool taxable as a corporation.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers Issuer and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Rated Legal Final Payment Date, Date or the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Note Principal Balance thereof, thereof or the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any)thereon, or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Legal Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers Issuer to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement Agreement, in any Purchase and Sale Agreements or in any Mortgage, deprive any Noteholder of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement Agreement, any Purchase and Sale Agreements or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (7) modify this Section 8.04. It shall not be necessary for the consent of the Noteholders under this Section to approve the particular form of any proposed Series Supplement or amendment of any Transaction Document, but it shall be sufficient if such consent shall approve substantially the substance thereof.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Legal Final Payment Date or Rated Final Payment Date, or Date the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Note Principal Balance thereof, thereof or the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any)thereon, or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Legal Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement, in any Purchase and Sale Agreement or in any Mortgage, deprive deprive, any Noteholder of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement, the related Purchase and Sale Agreement or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (7) modify this Section 8.04.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers Issuer and the other parties thereto may amend, modify or supplement the Property Owner Guaranty or any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the NoteholdersNoteholders (other than any modification or amendment to clause (ii)(a) or (b) of the definition of “Maximum Property Concentrations”); provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Rated Final Payment Date, or the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Principal Balance thereof, the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any), or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers Issuer to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement Agreement, the Property Owner Guaranty or in any Mortgage, deprive any Noteholder of the benefit of a valid first priority perfected security interest in the Issuer Collateral included in the Issuer Collateral Pool or Collateral included in the Collateral Pool, as applicable; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (76) modify this Section 8.04.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Legal Final Payment Date or Rated Final Payment Date, or Date the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Note Principal Balance thereof, thereof or the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any)thereon, or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Legal Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement, in any Purchase and Sale Agreement or in any Mortgage, deprive any Noteholder of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement, the related Purchase and Sale Agreement or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (7) modify this Section 8.04.

Series Supplements. (a) For purposes of this Article VIII, a Series Supplement executed in accordance with the provisions of Section 2.04(c) shall not be considered an amendment or supplemental indenture for the purposes of this Article VIII. Accordingly, any Series Supplement executed in accordance with the provisions of Section 2.04(c) may amend, modify or supplement this Indenture and the Issuers and the other parties thereto may amend, modify or supplement any of the Mortgages, and any other of the Transaction Documents in connection with any such New Issuance, in each case without the consent of the Noteholders; provided, that no such Series Supplement may, without the consent of each Noteholder holding 100% of the Aggregate Series Principal Balance of the Outstanding Notes affected thereby: (1) change the Rated Final Payment Date, or the Payment Date of any principal, interest or other amount on any such Note, or reduce the Outstanding Principal Balance thereof, the Note Rate thereon or the applicable Post-ARD Additional Interest Rate thereon (if any), or change the coin or currency in which the principal of any Note or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Rated Final Payment Date thereof; (2) reduce the percentage of the then Aggregate Series Principal Balance, the consent of whose Holders is required for any such Series Supplement, or the consent of whose Holders is required for any waiver of defaults hereunder and their consequences provided for in this Indenture, or for any other reason under this Indenture (including for actions taken by the Indenture Trustee pursuant to Section 4.01); (3) change any obligation of the Issuers to maintain an office or agency in the places and for the purposes set forth in this Indenture; (4) except as otherwise expressly provided in this Indenture, in the Property Management Agreement or in any Mortgage, deprive any Noteholder of the benefit of a valid first priority perfected security interest in the Collateral included in the Collateral Pool; (5) release from the lien of the Mortgages or this Indenture (except as specifically permitted under this Indenture, the Property Management Agreement or the related Mortgage) all or any portion of the Collateral Pool; (6) modify the definition of Noteholder; or (7) modify this Section 8.04. Notwithstanding the foregoing, in connection with the issuance of any Related Series Notes and upon the Rating Condition being satisfied, any Transaction Document or any Mortgage with respect to a Property may be amended by the parties thereto for the purpose of adding any provisions thereto or changing in any manner or eliminating any of the provisions thereof, or of modifying in any manner the rights of the holders of the Notes or any outstanding Related Series Notes thereunder, including as provided in clauses (i) through (vii) immediately above, without the consent of any of the Noteholders.