Common use of Supplemental Indentures Without Consent of Owners Clause in Contracts

Supplemental Indentures Without Consent of Owners. (a) Without the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurer, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, for the benefit of the Owners of the Notes, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. (a) Without Subject to Section 14.4, the Authority and the Trustee may, without the consent of the Owners, unless the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insureris required by Section 14.2, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into a Supplemental Indenture or Supplemental Indentures which thereafter will form a part of this Indenture, for any one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (ia) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to To add to the covenants and agreements of the IssuerAuthority contained in this Indenture and any Supplemental Indenture other covenants and agreements, and to surrender any right or power in this Indenture and any Supplemental Indentures reserved to or conferred upon the Authority; (b) To cure any ambiguity, to supply any omission or to cure, correct or supplement any defect in the Indenture or any Supplemental Indenture; (c) To grant to the Trustee for the benefit of the Owners additional rights, remedies, powers or authority; (d) To subject to this Indenture and any Supplemental Indenture additional collateral; (e) To modify this Indenture, any Supplemental Indenture, or the Bonds to permit qualification under the Trust Indenture Act of 1939, as amended, or any similar federal statute at the Notestime in effect, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect permit the qualification of the Indenture Bonds for sale under the TIA securities laws of any state of the United States; (f) To provide for certificated Bonds; (g) To evidence the succession of a new Trustee or under any similar federal statute hereafter enacted Paying Agent or the appointment by the Trustee or the Authority of a Co-Trustee or a Co-Paying Agent and to add specify the rights and obligations of such Co-Trustee or Co-Paying Agent; (h) To make any change (including but not limited to a change to comply with the Indenture such other provisions as may be expressly required Code or interpretations of it by the TIA; or (viiiTreasury Department or the Internal Revenue Service) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner does not materially adversely affect the rights of the Owners any Owner of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by any Bonds then Outstanding; (i) an Opinion To provide for the issuance of Counsel Additional Bonds; and (j) To obtain or (ii) satisfaction maintain a rating for the Bonds. The Authority covenants that it will perform or cause to be performed all the requirements of any Supplemental Indenture which may be in effect from time to time. Nothing in this Article will affect or limit the right or obligation of the Rating Agency Condition, adversely affect Authority to execute and deliver or cause to be delivered to the Trustee any instrument of further assurance or other instrument provided for in any material respect the interests of any Ownerthis Indenture.

Supplemental Indentures Without Consent of Owners. (a) Without the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurer, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, for the benefit of the Owners of the Notes, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners Owners, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. (a) Without the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurer, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, for the benefit of the Owners of the Notes, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; oror 41 (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. The Issuer may, and the Trustee shall, from time to time and at any time, without the consent of or notice to the Owners of the Bonds, enter into supplemental indentures as follows: (a) Without the consent of the Owners of to cure any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurerformal defect, the Issuer and the Indenture Trusteeomission, when authorized by an Issuer Order, at any time and from time to time, may enter into one inconsistency or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as ambiguity in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (iib) to evidence grant to or confer or impose upon the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, Trustee for the benefit of the Owners of the NotesBonds any additional rights, remedies, powers, authority, security, liabilities or duties which may lawfully be granted, conferred or imposed and which are not contrary to surrender any right or power herein conferred upon the Issuerinconsistent with this Indenture as theretofore in effect; (ivc) to conveyadd to the covenants and agreements of, transferand limitations and restrictions upon, assignthe Issuer in this Indenture other covenants, mortgage or pledge any property agreements, limitations and restrictions to be observed by the Issuer which are not contrary to or inconsistent with the this Indenture Trusteeas theretofore in effect; (vd) to cure confirm, as further assurance, any ambiguitypledge under, and the subjection to correct any claim, lien or pledge created or to be created by, this Indenture, of the Receipts and Revenues of the Issuer from the Loan Agreement or of any other moneys, securities or funds; (e) to authorize a different denomination or denominations of the Bonds and to make correlative amendments and modifications to this Indenture regarding exchangeability of Bonds of different denominations, redemptions of portions of Bonds of particular denominations and similar amendments and modifications of a technical nature; (f) to modify, alter, supplement or amend this Indenture in such manner as shall permit the qualification hereof under the Trust Indenture Act of 1939, as from time to time amended; (g) to effect changes in the Indenture so as to secure or maintain ratings from nationally recognized statistical rating organization, which changes will not restrict, limit or reduce the obligation of the Issuer to pay the principal of, and premium, if any, and interest on, the Bonds as provided in this Indenture or otherwise adversely affect the Owners under this Indenture; (h) to modify, alter, amend or supplement this Indenture in any provision herein other respect which is not materially adverse to the Owners of the Bonds and which does not involve a change described in clause (i), (ii), (iii) or (iv) of Section 11.03(a) hereof; or -39- Indenture of Trust (i) to modify, alter, amend or supplement this Indenture in any respect which does not result in a reduction in the then-current rating on the Bonds from any rating agency that, at the time, has a rating on the Bonds. Before the Issuer and the Trustee shall enter into any supplemental indenture pursuant to this Section 11.02, there shall have been delivered to the Trustee an opinion of Bond Counsel stating that may be inconsistent with any other provision herein or in any such supplemental indenture is authorized or to make any other provisions with respect to matters or questions arising under permitted by this Indenture or and the Act, complies with their respective terms, will, upon the execution and delivery thereof, be valid and binding upon the Issuer in any supplemental indenture; provided, that such action shall accordance with its terms and will not adversely affect the interests exemption from federal income taxation of interest on the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein containedBonds. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. The Issuer may, and the Trustee shall, from time to time and at any time, without the consent of or notice to the Owners of the Bonds, enter into supplemental indentures as follows: (a) Without the consent of the Owners of to cure any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurerformal defect, the Issuer and the Indenture Trusteeomission, when authorized by an Issuer Order, at any time and from time to time, may enter into one inconsistency or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as ambiguity in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (iib) to evidence grant to or confer or impose upon the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, Trustee for the benefit of the Owners of the NotesBonds any additional rights, remedies, powers, authority, security, liabilities or duties which may lawfully be granted, conferred or imposed and which are not contrary to surrender any right or power herein conferred upon the Issuerinconsistent with this Indenture as theretofore in effect; (ivc) to conveyadd to the covenants and agreements of, transferand limitations and restrictions upon, assignthe Issuer in this Indenture other covenants, mortgage or pledge any property agreements, limitations and restrictions to be observed by the Issuer which are not contrary to or inconsistent with the this Indenture Trusteeas theretofore in effect; (vd) to cure confirm, as further assurance, any ambiguitypledge under, and the subjection to correct any claim, lien or pledge created or to be created by, this Indenture, of the Receipts and Revenues of the Issuer from the Loan Agreement or of any other moneys, securities or funds; (e) to authorize a different denomination or denominations of the Bonds and to make correlative amendments and modifications to this Indenture regarding exchangeability of Bonds of different denominations, redemptions of portions of Bonds of particular denominations and similar amendments and modifications of a technical nature; (f) to modify, alter, supplement or amend this Indenture in such manner as shall permit the qualification hereof under the Trust Indenture Act of 1939, as from time to time amended; (g) to effect changes in the Indenture so as to secure or maintain ratings from nationally recognized statistical rating organization, which changes will not restrict, limit or reduce the obligation of the Issuer to pay the principal of, and premium, if any, and interest on, the Bonds as provided in this Indenture or otherwise adversely affect the Owners under this Indenture; (h) to modify, alter, amend or supplement this Indenture in any provision herein other respect which is not materially adverse to the Owners of the Bonds and which does not involve a change described in clause (i), (ii), (iii) or (iv) of Section 11.03(a) hereof; or (i) to modify, alter, amend or supplement this Indenture in any respect which does not result in a reduction in the then-current rating on the Bonds from any rating agency that, at the time, has a rating on the Bonds. Before the Issuer and the Trustee shall enter into any supplemental indenture pursuant to this Section 11.02, there shall have been delivered to the Trustee an opinion of Bond Counsel stating that may be inconsistent with any other provision herein or in any such supplemental indenture is authorized or to make any other provisions with respect to matters or questions arising under permitted by this Indenture or and the Act, complies with their respective terms, will, upon the execution and delivery thereof, be valid and binding upon the Issuer in any supplemental indenture; provided, that such action shall accordance with its terms and will not adversely affect the interests exemption from federal income taxation of interest on the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein containedBonds. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. (a) Without the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurer, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, for the benefit of the Owners of the Notes, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.

Supplemental Indentures Without Consent of Owners. (a) Without the consent of the Owners of any Notes but with prior notice to the Rating Agencies and with the prior written consent of the Note Insurer, the Issuer and the Indenture Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Indenture Trustee, for any of the following purposes: (i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property; (ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained; (iii) to add to the covenants of the Issuer, for the benefit of the Owners of the Notes, or to surrender any right or power herein conferred upon the Issuer; (iv) to convey, transfer, assign, mortgage or pledge any property to or with the Indenture Trustee; (v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture that may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided, that such action shall not adversely affect the interests of the Owners of the Notes; (vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; (vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of the Indenture under the TIA or under any similar federal statute hereafter enacted and to add to the Indenture such other provisions as may be expressly required by the TIA; or (viii) to modify or alter the provisions of the definition definitio of the term "Outstanding". The Indenture Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained. (b) The Issuer and the Indenture Trustee, with the prior written consent of the Note Insurer, when authorized by an Issuer Order, may, upon satisfaction of the Rating Agency Condition but without the consent of any of the Owners , enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Owners of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by (i) an Opinion of Counsel or (ii) satisfaction of the Rating Agency Condition, adversely affect in any material respect the interests of any Owner.