Common use of Supplemental Agreements Requiring Consent of Holders Clause in Contracts

Supplemental Agreements Requiring Consent of Holders. Exclusive of Supplemental Agreements to which reference is made in Section 8.2 hereof and subject to the terms, provisions and limitations contained in this Section 8.3, and not otherwise, with the consent of the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations at such time, evidenced as provided in this Trust Agreement, the Corporation and the Trustee may execute and deliver Supplemental Agreements adding any provisions to, changing in any manner or eliminating any of the provisions of this Trust Agreement or any Supplemental Agreement or restricting in any manner the rights of the Holders. Nothing in this Section 8.3 or Section 8.2 hereof shall, however, be construed as permitting: (a) without the consent of the Holder of each Obligation so affected, (i) an extension of the maturity of the principal of or the interest on any Obligation, or (ii) a reduction in the principal amount of any Obligation or the rate of interest thereon, or (b) without the consent of the Holders of all Outstanding Obligations, (i) the creation of a privilege or priority of any Obligation or Obligations over any other Obligation or Obligations, or (ii) a reduction in the aggregate principal amount of the Series 2020 Notes required for consent to a Supplemental Agreement; provided, however, that the establishment of an escrow for the defeasance of a portion of the Series 2020 Notes shall not be deemed to constitute the creation of a privilege or priority for the benefit of the Series 2020 Notes to be defeased. If the Corporation shall request that the Trustee execute and deliver any Supplemental Agreement for any of the purposes of this Section 8.3, upon (i) being satisfactorily indemnified with respect to its expenses in connection therewith, and (ii) if required by Section 8.4 hereof, receipt of the County’s consent to the proposed execution and delivery of the Supplemental Agreement, the Trustee shall cause notice of the proposed execution and delivery of the Supplemental Agreement to be mailed by first class mail, postage prepaid, to all Holders of Outstanding Obligations at their addresses as they appear on the Register at the close of business on the 15th day preceding that mailing. The Trustee shall not be subject to any liability to any Holder by reason of the Trustee’s failure to mail, or the failure of any Holder to receive, the notice required by this Section 8.3. Any failure of that nature shall not affect the validity of the Supplemental Agreement when there has been consent thereto as provided in this Section 8.3. The notice shall set forth briefly the nature of the proposed Supplemental Agreement and shall state that copies thereof are on file at the designated trust office of the Trustee for inspection by all Holders. If the Trustee shall receive, within a period described by the Trustee of not less than 60 days but not exceeding one year, following the mailing of the notice, an instrument or document or instruments or documents (which instrument or document or instruments or documents shall refer to the proposed Supplemental Agreement in the form described in the notice), by which the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations consent to the execution of such Supplemental Agreement, the Trustee shall, but shall not otherwise, execute and deliver the Supplemental Agreement in substantially the form to which reference is made in the notice as being on file with the Trustee, without liability or responsibility to any Holder, regardless of whether that Holder shall have consented thereto. Any consent shall be binding upon the Holder of the Obligation giving the consent and, anything herein to the contrary notwithstanding, upon any subsequent Holder of that Obligation and of any Obligation executed and delivered in exchange therefor (regardless of whether the subsequent Holder has notice of the consent to the Supplemental Agreement). A consent may be revoked in writing, however, by the Holder who gave the consent or by a subsequent Holder of the Obligation by a revocation of such consent received by the Trustee prior to the execution and delivery by the Trustee of the Supplemental Agreement. At any time after the Holders of the required percentage of Obligations shall have filed their consents to the Supplemental Agreement, the Trustee shall make and file with the County a written statement that the Holders of the required percentage of Obligations have filed those consents. That written statement shall be conclusive evidence that the consents have been so filed. If the Holders of the required percentage in aggregate principal amount of Outstanding Obligations shall have consented to the Supplemental Agreement, as provided in this Section 8.3, no Holder shall have any right (a) to object to (i) the execution or delivery of the Supplemental Agreement,

Supplemental Agreements Requiring Consent of Holders. Exclusive of Supplemental Agreements to which reference is made in Section 8.2 hereof and subject to the terms, provisions and limitations contained in this Section 8.3, and not otherwise, with the consent of the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds at such time, evidenced as provided in this Trust Agreement, the Corporation and the Trustee may execute and deliver Supplemental Agreements adding any provisions to, changing in any manner or eliminating any of the provisions of this Trust Agreement or any Supplemental Agreement or restricting in any manner the rights of the Holders. Nothing in this Section 8.3 or Section 8.2 hereof shall, however, be construed as permitting: (a) without the consent of the Holder of each Obligation Bond so affected, (i) an extension of the maturity of the principal of or the interest on any ObligationBond, or (ii) a reduction in the principal amount of any Obligation Bond or the rate of interest thereon, or (b) without the consent of the Holders of all Outstanding ObligationsBonds, (i) the creation of a privilege or priority of any Obligation Bond or Obligations Bonds over any other Obligation Bond or ObligationsBonds, or (ii) a reduction in the aggregate principal amount of the Series 2020 Notes Bonds required for consent to a Supplemental Agreement; provided, however, that the establishment of an escrow for the defeasance of a portion of the Series 2020 Notes Bonds shall not be deemed to constitute the creation of a privilege or priority for the benefit of the Series 2020 Notes Bonds to be defeased. If the Corporation shall request that the Trustee execute and deliver any Supplemental Agreement for any of the purposes of this Section 8.3, upon (i) being satisfactorily indemnified with respect to its expenses in connection therewith, and (ii) if required by Section 8.4 hereof, receipt of the County’s consent to the proposed execution and delivery of the Supplemental Agreement, the Trustee shall cause notice of the proposed execution and delivery of the Supplemental Agreement to be mailed by first class mail, postage prepaid, to all Holders of Outstanding Obligations Bonds at their addresses as they appear on the Register at the close of business on the 15th day preceding that mailing. The Trustee shall not be subject to any liability to any Holder by reason of the Trustee’s failure to mail, or the failure of any Holder to receive, the notice required by this Section 8.3. Any failure of that nature shall not affect the validity of the Supplemental Agreement when there has been consent thereto as provided in this Section 8.3. The notice shall set forth briefly the nature of the proposed Supplemental Agreement and shall state that copies thereof are on file at the designated trust office of the Trustee for inspection by all Holders. If the Trustee shall receive, within a period described by the Trustee of not less than 60 days but not exceeding one year, following the mailing of the notice, an instrument or document or instruments or documents (which instrument or document or instruments or documents shall refer to the proposed Supplemental Agreement in the form described in the notice), by which the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds consent to the execution of such Supplemental Agreement, the Trustee shall, but shall not otherwise, execute and deliver the Supplemental Agreement in substantially the form to which reference is made in the notice as being on file with the Trustee, without liability or responsibility to any Holder, regardless of whether that Holder shall have consented thereto. Any consent shall be binding upon the Holder of the Obligation Bond giving the consent and, anything herein to the contrary notwithstanding, upon any subsequent Holder of that Obligation Xxxx and of any Obligation Bond executed and delivered in exchange therefor (regardless of whether the subsequent Holder has notice of the consent to the Supplemental Agreement). A consent may be revoked in writing, however, by the Holder who gave the consent or by a subsequent Holder of the Obligation Bond by a revocation of such consent received by the Trustee prior to the execution and delivery by the Trustee of the Supplemental Agreement. At any time after the Holders of the required percentage of Obligations Bonds shall have filed their consents to the Supplemental Agreement, the Trustee shall make and file with the County a written statement that the Holders of the required percentage of Obligations Bonds have filed those consents. That written statement shall be conclusive evidence that the consents have been so filed. If the Holders of the required percentage in aggregate principal amount of Outstanding Obligations Bonds shall have consented to the Supplemental Agreement, as provided in this Section 8.3, no Holder shall have any right (a) to object to (i) the execution or delivery of the Supplemental Agreement,, (ii) any of the terms and provisions contained therein, or (iii) the operation thereof, (b) to question the propriety of the execution and delivery thereof, or (c) to enjoin or restrain the Trustee from that execution or delivery or from taking any action pursuant to the provisions thereof. For Xxxxx insured by a municipal bond insurance policy issued by a bond insurer, such bond insurer will have the right to consent hereunder in lieu of such Holders.

Supplemental Agreements Requiring Consent of Holders. Exclusive of Supplemental Agreements to which reference is made in Section 8.2 hereof and subject to the terms, provisions and limitations contained in this Section 8.3, and not otherwise, with the consent of the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds at such time, evidenced as provided in this Trust Agreement, the Corporation and the Trustee may execute and deliver Supplemental Agreements adding any provisions to, changing in any manner or eliminating any of the provisions of this Trust Agreement or any Supplemental Agreement or restricting in any manner the rights of the Holders. Nothing in this Section 8.3 or Section 8.2 hereof shall, however, be construed as permitting: (a) without the consent of the Holder of each Obligation Bond so affected, (i) an extension of the maturity of the principal of or the interest on any ObligationBond, or (ii) a reduction in the principal amount of any Obligation Bond or the rate of interest thereon, or (b) without the consent of the Holders of all Outstanding ObligationsBonds, (i) the creation of a privilege or priority of any Obligation Bond or Obligations Bonds over any other Obligation Bond or ObligationsBonds, or (ii) a reduction in the aggregate principal amount of the Series 2020 Notes 2015 Bonds required for consent to a Supplemental Agreement; provided, however, that the establishment of an escrow for the defeasance of a portion of the Series 2020 Notes 2015 Bonds shall not be deemed to constitute the creation of a privilege or priority for the benefit of the Series 2020 Notes 2015 Bonds to be defeased. If the Corporation shall request that the Trustee execute and deliver any Supplemental Agreement for any of the purposes of this Section 8.3, upon (i) being satisfactorily indemnified with respect to its expenses in connection therewith, and (ii) if required by Section 8.4 hereof, receipt of the CountyCity’s consent to the proposed execution and delivery of the Supplemental Agreement, the Trustee shall cause notice of the proposed execution and delivery of the Supplemental Agreement to be mailed by first class mail, postage prepaid, to all Holders of Outstanding Obligations Bonds at their addresses as they appear on the Register at the close of business on the 15th day preceding that mailing. The Trustee shall not be subject to any liability to any Holder by reason of the Trustee’s failure to mail, or the failure of any Holder to receive, the notice required by this Section 8.3. Any failure of that nature shall not affect the validity of the Supplemental Agreement when there has been consent thereto as provided in this Section 8.3. The notice shall set forth briefly the nature of the proposed Supplemental Agreement and shall state that copies thereof are on file at the designated trust office of the Trustee for inspection by all Holders. If the Trustee shall receive, within a period described by the Trustee of not less than 60 days but not exceeding one year, following the mailing of the notice, an instrument or document or instruments or documents (which instrument or document or instruments or documents shall refer to the proposed Supplemental Agreement in the form described in the notice), by which the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds consent to the execution of such Supplemental Agreement, the Trustee shall, but shall not otherwise, execute and deliver the Supplemental Agreement in substantially the form to which reference is made in the notice as being on file with the Trustee, without liability or responsibility to any Holder, regardless of whether that Holder shall have consented thereto. Any consent shall be binding upon the Holder of the Obligation Bond giving the consent and, anything herein to the contrary notwithstanding, upon any subsequent Holder of that Obligation Bond and of any Obligation Bond executed and delivered in exchange therefor (regardless of whether the subsequent Holder has notice of the consent to the Supplemental Agreement). A consent may be revoked in writing, however, by the Holder who gave the consent or by a subsequent Holder of the Obligation Bond by a revocation of such consent received by the Trustee prior to the execution and delivery by the Trustee of the Supplemental Agreement. At any time after the Holders of the required percentage of Obligations Bonds shall have filed their consents to the Supplemental Agreement, the Trustee shall make and file with the County City a written statement that the Holders of the required percentage of Obligations Bonds have filed those consents. That written statement shall be conclusive evidence that the consents have been so filed. If the Holders of the required percentage in aggregate principal amount of Outstanding Obligations Bonds shall have consented to the Supplemental Agreement, as provided in this Section 8.3, no Holder shall have any right (a) to object to (i) the execution or delivery of the Supplemental Agreement,, (ii) any of the terms and provisions contained therein, or (iii) the operation thereof, (b) to question the propriety of the execution and delivery thereof, or (c) to enjoin or restrain the Trustee from that execution or delivery or from taking any action pursuant to the provisions thereof.

Supplemental Agreements Requiring Consent of Holders. Exclusive of Supplemental Agreements to which reference is made in Section 8.2 hereof and subject to the terms, provisions and limitations contained in this Section 8.3Section, and not otherwise, with the consent of the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds at such time, evidenced as provided in this Trust Agreement, the Corporation and the Trustee may execute and deliver Supplemental Agreements adding any provisions to, changing in any manner or eliminating any of the provisions of this Trust Agreement or any Supplemental Agreement or restricting in any manner the rights of the Holders. Nothing in this Section 8.3 or Section 8.2 hereof shall, however, be construed as permitting: (a) without the consent of the Holder of each Obligation Bond so affected, (i) an extension of the maturity of the principal of or the interest on any ObligationBond, or (ii) a reduction in the principal amount of any Obligation Bond or the rate of interest thereon, or (b) without the consent of the Holders of all Outstanding ObligationsBonds, (i) the creation of a privilege or priority of any Obligation Bond or Obligations Bonds over any other Obligation Bond or ObligationsBonds, or (ii) a reduction in the aggregate principal amount of the Series 2020 Notes Bonds required for consent to a Supplemental Agreement; provided, however, that the establishment of an escrow for the defeasance of a portion of the Series 2020 Notes Bonds shall not be deemed to constitute the creation of a privilege or priority for the benefit of the Series 2020 Notes Bonds to be defeased. If the Corporation shall request that the Trustee execute and deliver any Supplemental Agreement for any of the purposes of this Section 8.3Section, upon (i) being satisfactorily indemnified with respect to its expenses and liability in connection therewith, and (ii) if required by Section 8.4 hereof, receipt of the CountyCity’s consent to the proposed execution and delivery of the Supplemental Agreement, the Trustee shall cause notice of the proposed execution and delivery of the Supplemental Agreement to be mailed by first class mail, postage prepaid, to all Holders of Outstanding Obligations Bonds at their addresses as they appear on the Register at the close of business on the 15th day preceding that mailing. The Trustee shall not be subject to any liability to any Holder by reason of the Trustee’s failure to mail, or the failure of any Holder to receive, the notice required by this Section 8.3Section. Any failure of that nature shall not affect the validity of the Supplemental Agreement when there has been consent thereto as provided in this Section 8.3Section. The notice shall set forth briefly the nature of the proposed Supplemental Agreement and shall state that copies thereof are on file at the designated principal trust office of the Trustee for inspection by all Holders. If the Trustee shall receive, within a period described by the Trustee of not less than 60 days but not exceeding one year, following the mailing of the notice, an instrument or document or instruments or documents (which instrument or document or instruments or documents shall refer to the proposed Supplemental Agreement in the form described in the notice), by which the Holders of not less than a majority in aggregate principal amount of the Outstanding Obligations Bonds consent to the execution of such Supplemental Agreement, the Trustee shall, but shall not otherwise, execute and deliver the Supplemental Agreement in substantially the form to which reference is made in the notice as being on file with the Trustee, without liability or responsibility to any Holder, regardless of whether that Holder shall have consented thereto. Any consent shall be binding upon the Holder of the Obligation Bond giving the consent and, anything herein to the contrary notwithstanding, upon any subsequent Holder of that Obligation Xxxx and of any Obligation Bond executed and delivered in exchange therefor (regardless of whether the subsequent Holder has notice of the consent to the Supplemental Agreement). A consent may be revoked in writing, however, by the Holder who gave the consent or by a subsequent Holder of the Obligation Bond by a revocation of such consent received by the Trustee prior to the execution and delivery by the Trustee of the Supplemental Agreement. At any time after the Holders of the required percentage of Obligations Bonds shall have filed their consents to the Supplemental Agreement, the Trustee shall make and file with the County City a written statement that the Holders of the required percentage of Obligations Bonds have filed those consents. That written statement shall be conclusive evidence that the consents have been so filed. If the Holders of the required percentage in aggregate principal amount of Outstanding Obligations Bonds shall have consented to the Supplemental Agreement, as provided in this Section 8.3Section, no Holder shall have any right (a) to object to (i) the execution or delivery of the Supplemental Agreement, (ii) any of the terms and provisions contained therein, or (iii) the operation thereof,