Common use of Supplemental Trust Agreement Without Consent of Certificateholders Clause in Contracts

Supplemental Trust Agreement Without Consent of Certificateholders. Without the consent of the Holder of any Certificates, the Facility Lessees may, and the Pass Through Trustee (subject to Section 9.3) shall, at any time and from time to time enter into one or more agreements supplemental hereto, in form satisfactory to the Pass Through Trustee, for any of the following purposes: (1) to evidence the succession of another Person to any Facility Lessee and the assumption by any such successor of the obligations of such Facility Lessee herein contained; (2) to add to the covenants of the Facility Lessees, for the protection of the Holders of the Certificates; (3) to surrender any right or power herein conferred upon the Facility Lessees; (4) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Pass Through Trust Agreement; provided that any such action will not adversely affect in any material respect the interests of the Holders of the Certificates; (5) to correct or amplify the description of property that constitutes Trust Property or the conveyance of such property to the Pass Through Trustee; (6) to evidence and provide for a successor Pass Through Trustee; (7) to comply with requirements of the SEC, any applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed, or any regulatory body; (8) at any time that the Certificates shall be subject to the Trust Indenture Act, to modify, eliminate or add to the provisions of this Pass Through Trust Agreement to the extent as shall be necessary to qualify or continue the qualification of this Pass Through Trust Agreement (including any supplemental agreement) under the Trust Indenture Act (if such qualification is required) or under any similar Federal statute hereafter enacted, or to add to this Pass Through Trust Agreement such other provisions as may be expressly permitted by the Trust Indenture Act, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act as in effect at the date as of which this instrument was executed or any corresponding provision in any similar Federal statute hereafter enacted; (9) to modify, amend or supplement any provision herein to reflect changes relating to the assumption and substitution of any Lessor Note pursuant to Section 2.10(b) of the Collateral Trust Indenture; or (10) to add, eliminate, or change any provision under this Pass Through Trust Agreement that will not adversely affect the interests of the Certificateholders in any material respect; provided that in each case the Pass Through Trustee shall have received an opinion of counsel, which may be counsel to the Facility Lessees, to the effect that such supplemental agreement does not cause the Pass Through Trust to become taxable as an "association" within the meaning of Treasury Regulation Section 301.7701-4 or to be taxable as other than a pass through entity for Federal income tax purposes.

Supplemental Trust Agreement Without Consent of Certificateholders. Without the consent of the Holder of any Certificates, the Facility Lessees Company may, and the Pass Through Trustee (subject to Section 9.3) shall, at any time and from time to time enter into one or more agreements supplemental hereto, in form satisfactory to the Pass Through Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to any Facility Lessee the Company and the assumption by any such successor of the obligations of such Facility Lessee the Company herein contained; (2) to add to the covenants of the Facility LesseesCompany, for the protection of the Holders of the Certificates; (3) to surrender any right or power herein conferred upon the Facility LesseesCompany; (4) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Pass Through Trust Agreement; provided that any such action will not adversely affect in any material respect the interests of the Holders of the Certificates; (5) to correct or amplify the description of property that constitutes Trust Property or the conveyance of such property to the Pass Through Trustee; (6) to evidence and provide for a successor Pass Through Trustee; (7) to comply with requirements of the SECCommission, any applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed, or any regulatory body; (8) at any time that the Certificates shall be subject to the Trust Indenture Act, to modify, eliminate or add to the provisions of this Pass Through Trust Agreement to the extent as shall be necessary to qualify or continue the qualification of this Pass Through Trust Agreement (including any supplemental agreement) under the Trust Indenture Act (if such qualification is required) or under any similar Federal statute hereafter enacted, or to add to this Pass Through Trust Agreement such other provisions as may be expressly permitted by the Trust Indenture Act, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act as in effect at the date as of which this instrument was executed or any corresponding provision in any similar Federal statute hereafter enacted; (9) to modify, amend or supplement any provision herein to reflect changes relating to the assumption and substitution of any Lessor Note pursuant to Section 2.10(b) of the Collateral Trust applicable Lease Indenture; or (10) to add, eliminate, or change any provision under this Pass Through Trust Agreement that will not adversely affect the interests of the Certificateholders in any material respect; provided that in each case the Pass Through Trustee shall have received an opinion of counsel, which may be counsel to the Facility Lessees, to the effect that such supplemental agreement does not cause the Pass Through Trust to become taxable as an "association" within the meaning of Treasury Regulation Section 301.7701-4 or to be taxable as other than a pass through entity for Federal income tax purposes.;

Supplemental Trust Agreement Without Consent of Certificateholders. Without the consent of the Holder of any Certificates, the Facility Lessees Companies may, and the Pass Through Trustee (subject to Section 9.3) shall, at any time and from time to time enter into one or more agreements supplemental hereto, in form satisfactory to the Pass Through Trustee, for any of the following purposes: (1a) to evidence the succession of another Person corporation to any Facility Lessee a Company and the assumption by any such successor of the obligations of such Facility Lessee a Company herein contained; (2b) to add to the covenants of the Facility LesseesCompanies, for the protection of the Holders of the Certificates; (3c) to surrender any right or power herein conferred upon the Facility Lesseesa Company; (4d) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein or any supplemental trust agreement or to make any other provisions with respect to matters or questions arising under this Pass Through Trust Agreement; provided that any such action will not adversely affect in any material respect the interests of the Holders of the Certificates; (5e) to correct or amplify the description of property that constitutes Trust Property or the conveyance of such property to the Pass Through Trustee; (6f) to evidence and provide for a successor Pass Through Trustee; (7g) to comply with requirements of the SECCommission, any applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed, or any regulatory body; (8) h) at any time that the Certificates shall be subject to the Trust Indenture Act, to modify, eliminate or add to the provisions of this Pass Through Trust Agreement to the extent as shall be necessary to qualify or continue the qualification of this Pass Through Trust Agreement (including any supplemental agreement) under the Trust Indenture Act (if such qualification is required) or under any similar Federal statute hereafter enacted, or to add to this Pass Through Trust Agreement such other provisions as may be expressly permitted by the Trust Indenture Act, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act as in effect at the date as of which this instrument was executed or any corresponding provision in any similar Federal statute hereafter enacted; (9i) to modify, amend or supplement any provision herein to reflect changes relating to the assumption and substitution of any Lessor Note pursuant to Section 2.10(b) of the Collateral Trust applicable Lease Indenture; or; (10j) to add, eliminate, or change any provision under this Pass Through Trust Agreement that are ministerial or administrative and will not adversely affect the interests of the Certificateholders Certificateholders; or (k) if necessary in any material respectthe opinion of the Companies, to provide for issuance of Exchange Certificates as contemplated by the Registration Rights Agreement; provided that in each case the Pass Through Trustee shall have received an opinion of counsel, which may be counsel to the Facility Lesseesa Company, to the effect that such supplemental agreement does not cause the Pass Through Trust to become taxable as an "association" within the meaning of Treasury Regulation Section 301.7701-4 or to be taxable as other than a pass through entity for Federal income tax purposes.

Supplemental Trust Agreement Without Consent of Certificateholders. Without the consent of the Holder of any Certificates, the Facility Lessees Company may, and the Pass Through Trustee (subject to Section 9.3) shall, at any time and from time to time enter into one or more agreements supplemental hereto, in form satisfactory to the Pass Through Trustee, for any of the following purposes: (1) : to evidence the succession of another Person corporation to any Facility Lessee the Company and the assumption by any such successor of the obligations of such Facility Lessee the Company herein contained; (2) ; to add to the covenants of the Facility LesseesCompany, for the protection of the Holders of the Certificates; (3) ; to surrender any right or power herein conferred upon the Facility Lessees; (4) Company; to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Pass Through Trust Agreement; provided that any such action will not adversely affect in any material respect the interests of the Holders of the Certificates; (5) ; to correct or amplify the description of property that constitutes Trust Property or the conveyance of such property to the Pass Through Trustee; (6) ; to evidence and provide for a successor Pass Through Trustee; (7) to comply with requirements of the SEC, any applicable law, rules or regulations of any exchange or quotation system on which the Certificates are listed, or any regulatory body; (8) ; at any time that the Certificates shall be subject to the Trust Indenture Act, to modify, eliminate or add to the provisions of this Pass Through Trust Agreement to the extent as shall be necessary to qualify or continue the qualification of this Pass Through Trust Agreement (including any supplemental agreement) under the Trust Indenture Act (if such qualification is required) or under any similar Federal statute hereafter enacted, or to add to this Pass Through Trust Agreement such other provisions as may be expressly permitted by the Trust Indenture Act, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act as in effect at the date as of which this instrument was executed or any corresponding provision in any similar Federal statute hereafter enacted; (9) ; to modify, amend or supplement any provision herein to reflect changes relating to the assumption and substitution of any Lessor Note pursuant to Section 2.10(b) of the Collateral Trust Indenture; or (10) to add, eliminate, or change any provision under this Pass Through Trust Agreement that will not adversely affect the interests of the Certificateholders Certificateholders; or 38 44 if necessary in any material respect; the opinion of the Company, to provide for issuance of Exchange Certificates as contemplated by the Registration Rights Agreement. provided that in each case the Pass Through Trustee shall have received an opinion of counsel, which may be counsel to the Facility Lessees, to the effect that such supplemental agreement does not cause the Pass Through Trust to become taxable as an "association" within the meaning of Treasury Regulation Section 301.7701-4 or to be taxable as other than a pass through entity "fixed investment trust" within the meaning of Treasury Regulation 301.7701-4(c). Supplemental Trust Agreements with Consent of Certificateholders. With the consent of the Holders of Certificates evidencing Fractional Undivided Interests aggregating not less than a majority in interest of the Fractional Undivided Interests evidenced by all Certificates at the time Outstanding (determined as provided in Section 1.4(c)), by Act of said Holders delivered to the Company and the Pass Through Trustee, the Company may (with the consent of the Owner Trust, such consent not to be unreasonably withheld), and the Pass Through Trustee (subject to Section 9.3) shall, enter into an agreement or agreements supplemental hereto for Federal income tax purposesthe purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Pass Through Trust Agreement or of modifying in any manner the rights and obligations of the Holders of the Certificates under this Pass Through Trust Agreement; provided, however, that no such supplemental agreement shall, without the consent of the Holder of each Outstanding Certificate affected thereby: reduce in any manner the amount of, or delay the timing of, any receipt by the Pass Through Trustee of payments on the Lessor Notes held in the Pass Through Trust, or distributions that are required to be made herein on any Certificate of such Pass Through Trust, or change any date of payment on any such Certificate, or change the place of payment where, or the coin or currency in which, any such Certificate is payable, or impair the right of any Holder of any such Certificate to institute suit for the enforcement, subject to Section 3.8 hereof, of any such payment or distribution on or after the Distribution Date or Special Distribution Date applicable thereto; or except as provided in this Pass Through Trust Agreement, permit the disposition of any Lessor Note in the Trust Property, or permit the creation of any lien on the Trust Property, or otherwise deprive any Certificateholder of the benefit of the ownership of the Lessor Notes held in the Pass Through Trust or the lien of the related Indenture; or reduce the percentage of the aggregate Fractional Undivided Interests which is required to approve any such supplemental agreement, or reduce such percentage required for any waiver provided for in this Pass Through Trust Agreement; or cause the Pass Through Trust to become taxable as an "association", within the meaning of Treasury Regulation Section 301.7701-4 or to be taxable as other than a "fixed investment trust within the meaning of Treasury Regulation 301.7701-4(c).