Agenda - Council - 08/13/2013 - Laserfiche WebLink

Home

prior to or on a parity with the lien of this Indenture on the Trust Estate or any part thereof, or (f) the deprivation of the Registered Owner of any Outstanding Bond of the lien hereby created on the Trust Estate. If at any time the Issuer shall request the Trustee to enter into any such supplemental indenture for any of the purposes of this Section, the Trustee shall, upon being satisfactorily indemnified with respect to expenses, cause notice of the proposed execution of such supplemental indenture to be given to the Registered Owner of each Bond shown by the list of Registered Owners required by the terms of Section 2.08 hereof to be kept at the designated corporate trust office of the Trustee. Such notices shall briefly set forth the nature of the proposed supplemental indenture and shall state that copies thereof are on file at the designated corporate trust office of the Trustee for inspection by the all Registered Owners. If, within 60 days or such longer period as shall be prescribed by the Issuer following such notices, the Registered Owners of not less than 2/3 in aggregate principal amount of or of all of the Outstanding Bonds, as the case may be, at the time of the execution of any such supplemental indenture shall have consented to and approved the execution thereof as herein provided, no Registered Owner of any Bond shall have any right to object to any of' the terms and provisions contained therein, or the operation thereof, or in any manner to question the propriety of the execution thereof, or to enjoin or restrain the Trustee or the Issuer from executing the same or from taking any action pursuant to the provisions thereof. Upon the execution of any such supplemental indenture as in this Section permitted and provided, this Indenture shall be and be deemed to be modified and amended in accordance therewith. Anything herein to the contrary notwithstanding, a supplemental indcnturc under this Article shall not become effective unless and until the Company shall have consented to the execution and delivery of such supplemental indenture. In this regard, the Trustee shall cause notice of the proposed execution of any such supplemental indenture together with a copy of the proposed supplemental indenture to be mailed by certified or registered mail to the Company at least 15 Business Days prior to the proposed date of execution and delivery of any such supplemental indenture. The Company shall be deemed to have consented to the execution and delivery of any such supplemental indenture if the Trustee does not receive a letter of protest or objection thereto signed by or on behalf of the Company on or before 15 Business Days after the mailing of said notice. An executed copy of any such supplement to this Indenture shall be provided to the Majority Bondholder. Section 11.03 Opinion of Bond Counsel Required. Notwithstanding anything in this Article XI to the contrary, no supplemental indenture may be entered into unless the Issuer and the Trustee have first received an opinion of Bond Counsel to the effect that the proposed supplement does not impair the tax-exempt status of the Series A Bonds. (The remainder of this page is intentionally Ief3 blank.) 47 5600797v1