Agenda - Economic Development Authority - 05/24/2005

Home

and assignment of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects its r/ghts, duties or immunities under this J'ndenl~re. Section 11.03 Discretion of Trustee. In each and every case'provided for in this Article (other than a supplemental indenture approved by the Holders of a majority in. aggregate principal amount of the Bonds Outstanding pursuant to Section 11.04); the Trustee shall be entitled to exercise its unrestricted discretion in determining whether or not any proposed supplemental indenture or any term or provisions therein contained is necessary or desirabl.e, having in view the needs of the Issuer and the respective rights and interests 'of the Holders of Bonds theretofore issued hereunder; and the Trustee shall be under no responsibility or liability to the Issuer or to the City or to any Holder of any Bond, or to anyone whatever, for any act or thing which it may do or decline to do in good faith subject to the provisions ofth/s Article, in the exercise of such discretion. Section 11.04 Modification of Indenture w/th Consent of Bondholders. Subject to the tctTns and provisions contained in this section and in Section 11.01, the Holders of not less than a majority in aggregate principal amount of the Bonds then Outstanding shall haVe the right, from time to time, to consent to and approve the execution by the Issuer and the Trustee of such indenture or indentures supplemental hereto as shall be deemed necessary or desirable by the Issuer for the purpose of modifying, altering, amending, adding to or rescinding in any particular, any of the terms or provisions contained in this Indenture or in any supplemental indenture; pro,/ided, however, that, notwithstanding any other provision ofth/s Indenture, nothing herein contained shall permit or be construed as permitting, without the consent of the Holders of all Outstanding Bonds, ia) an extension of the maturity'of any Bond issued hereunder, or (b) a reduction in the principal amount of any Bond or the redemption premium or the rate of interest thereon, or (c) the creation of a lien upon or a pledge of revenues ranking prior to or on a parity with the lien or pledge created by this Indenture, or id) a preference or priority of any Bond or Bonds over any other Bond or Bonds, or (e) a reduction in the aggregate principal amount of the Bonds required to consent to supplemental indentures or amendments to the Lease or any other Collateral Document., or if) a reduction in the aggregate principal amount of the Bonds required to waive an Event of Default. Whenever the Issuer shall deliver to the Trustee a resolution of Bondholders adopted at a Bondholders' meeting approved by, or an instrument or instruments purporting to be executed by, the Holders of not less than a majority in aggregate principal mount of the Bonds then Outstanding, which resolution or instrument or instruments shall'refer to the proposed supplemental indenture and shall specifically consent to and approve the execution thereof, thereupon, the Issuer and the Trustee may execute such supplemental indenture without liability or responsibility to any Holder of any Bond, whether or not such Holder shall have consented thereto. If the Holders of not less than a majority in aggregate principal amount of the Bonds Outstanding at the time of the execution of such supplemental indenture shall have consented to and approved the execution thereof a.s herein provided, no Holder of any Bond shall have any fight to object to the execution of such supplemental indenture, or to object to any Of'the terms and provisions contained therein or the operation thereof, or in any manner to quest[on the 1763903vl 125