Amendment without Consent Sample Clauses

Amendment without Consent. Notwithstanding anything herein to the contrary (other than as provided in Section 9.1(c) and Section 9.2), any term or provision of this Agreement may be amended by the Issuing Entity and the Indenture Trustee without the consent of the Noteholders, Note Owners or any other Person to add, modify or eliminate any provisions as may be necessary or advisable in order to comply with or obtain more favorable treatment for the Issuing Entity, the Seller or any of their Affiliates under or with respect to any law or regulation or any accounting rule or principle (whether now or in the future in effect); it being a condition to any such amendment that the Rating Agency Condition shall have been satisfied.

Amendment without Consent. Notwithstanding the foregoing provisions, the General Partner may amend this Agreement, without the consent of the Limited Partners, (i) to make a change that is necessary or desirable to cure any ambiguity or inconsistency and to make changes to satisfy any requirements, conditions or guidelines contained in any opinion, directive, order, ruling, regulation or statute of any governmental body which will not be inconsistent with this Agreement, in both cases, subject to the requirement that each Limited Partner not be materially and adversely affected; or (ii) to make changes to prevent the Partnership or the General Partner from in any manner being deemed an ''investment company'' subject to the provisions of the 1940 Act; or (iii) to prevent any material and adverse effect to the Partnership or any Limited Partner arising from the application of legal restrictions to any Limited Partner, subject to the requirement that no Limited Partner be materially adversely affected without its prior written consent; or (iv) to reflect changes made in the composition of the Limited Partners and their respective Capital Commitments in accordance with the provisions of this Agreement. Promptly after entering into any amendment pursuant to this subsection (c), the General Partner shall provide the Limited Partners a copy of such amendment.

Amendment without Consent. The Trustee permits the Pooling and Servicing Agreement to be amended in a manner which would have a material adverse affect on BNY without first obtaining the prior written consent of BNY, where such consent is required under the Pooling and Servicing Agreement.

Amendment without Consent. The Authority and the Borrower, with the consent of the Trustee with respect to Sections 8.1(f) and 8.1(g) hereof, but without the consent of the owners of any of the Outstanding Bonds, may enter into supplements or amendments to this Agreement for any of the purposes heretofore specifically authorized in this Agreement or the Indenture, and in addition thereto for the following purposes: (a) to cure any ambiguity or formal defect, inconsistency or provide omitted language in this Agreement or to clarify matters or questions arising hereunder; (b) to add covenants and agreements for the purpose of further securing the obligations of the Borrower hereunder; (c) to confirm as further assurance any mortgage or pledge of additional property, revenues, securities or funds; (d) to secure or maintain ratings on the Bonds from ▇▇▇▇▇’▇ and/or S&P; (e) to describe more fully or to amplify or correct the description of any property financed under this Agreement or intended to be so or to amend or supplement Annex A to this Agreement in accordance with and subject to the conditions precedent set forth in Section 3.4 hereof; (f) to conform the provisions of this Agreement in connection with the provisions of any supplements or amendments to the Indenture entered into pursuant to the provisions of Section 10.1 thereof; (g) to provide any other modifications which are not prejudicial to the interests of the Bondholders; or (h) to conform the covenants and provisions of the Borrower contained herein to any different financial statement presentation required by the Financial Accounting Standard Board which is different than the presentation required as of the date of issuance of the Bonds, so long as the effect of such conformed covenants and provisions is substantially identical to the effect of the covenants and provisions as in effect on the date of issuance of the Bonds; provided, that with respect to any such supplement or amendment the Borrower provides the Trustee with an opinion of Bond Counsel as set forth in Section 8.4 as well as an opinion of Bond Counsel to the effect that any such amendment, change or modification to this Agreement will not materially adversely affect the Bondholders.

Amendment without Consent. The Pooling and Servicing Agreement dated as of February 1, 2007 among WaMu Asset Acceptance Corp. as Depositor, Washington Mutual Bank as Seller and Servicer, Christiana Bank & Trust Company as Delaware Trustee for the Trust (the “Trust”), LaSalle Bank National Association as Trustee for the Trust and Supplemental Interest Trust Trustee (the “Supplemental Interest Trust Trustee”) for the Supplemental Interest Trust, as amended and supplemented from time to time (the “PSA”) or other transaction document is amended or modified (other than amendments and modifications solely to replace the Depositor, Seller, Servicer, Trustee or Delaware Trustee) without the prior written consent of Party A, where such consent is required under the terms of the PSA, provided in each case that such amendment or modification is materially adverse to the interests of Party A.

Amendment without Consent. Notwithstanding Section 14.1, the General Partner shall have the power, without the Consent of the Limited Partners, to amend this Agreement as may be required to facilitate or implement any of the following purposes: (a) to add to the obligations of the General Partner or surrender any right or power granted to the General Partner or any Affiliate of the General Partner for the benefit of the Limited Partners; (b) to reflect the admission, substitution, termination, or withdrawal of Partners in accordance with this Agreement; (c) to set forth the rights, powers, duties, and preferences of the holders of any Additional Partnership Interests issued pursuant to Section 4.2 hereof; (d) to reflect a change that does not adversely affect the Limited Partners in any material respect, or to cure any ambiguity, correct or supplement any provision in this Agreement not inconsistent with law or with other provisions; and (e) to satisfy any requirements, conditions, or guidelines contained in any order, directive, opinion, ruling or regulation of a federal or state agency or contained in federal or state law. The General Partner will provide notice to the Limited Partners promptly after any action under this Section 14.2(e) is taken.

Amendment without Consent. The Trustee, the Trust Manager and a Servicer (in relation to a Trust) may by way of supplemental deed alter, add to or modify this deed (including this clause 36) or (subject to clause 5.3(c)) a Series Notice in respect of any one or more Trusts so long as such alteration, addition or modification either complies with clause 36.2 or is: (a) (correct manifest error) to correct a manifest error or ambiguity or is of a formal, technical or administrative nature only; (b) (comply with law) necessary to comply with the provisions of any statute or regulation or with the requirements of any Government Agency;

Amendment without Consent. Notwithstanding the limitations of Section 12.1, and in accordance with the Act, this Agreement or a Series Operating Agreement may be amended from time to time by the Manager without the consent of any of the Members including, without limitation, (i) to add to the representations, duties or obligations of the Manager or surrender any right or power granted to the Manager herein; (ii) to cure any ambiguity or correct or supplement any provisions herein which may be inconsistent with any other provision herein, or correct any printing, stenographic or clerical errors or omissions; (iii) to admit one or more additional Members or one or more Substituted Members, or withdraw one or more Members, in accordance with the terms of this Agreement; (iv) to make such adjustments or amendments to the terms of this Agreement or the Series Operating Agreement as may be required to effect the terms of Article VIII; (v) to create a new Series in accordance with Section 2.2 and make such adjustments in the Capital Accounts in accordance with this Agreement; and (vi) to effect any amendment, modification or change that is not adverse to the Members and does not result in non-uniform treatment of the Members (as reasonably determined by the Manager in good faith); provided, however, that no amendment shall be adopted pursuant to this Section 12.2 unless such amendment would not alter, or result in the alteration of, the limited liability of the Members or the status of the Company as a “partnership” for federal income tax purposes.

Amendment without Consent. The Pooling and Servicing Agreement dated as of December 1, 2006 among Long Beach Securities Corp. as Depositor, Washington Mutual Bank as Seller and Servicer, Deutsche Bank National Trust Company as Trustee for the trust (the "Trust") and Supplemental Interest Trust Trustee (the "Supplemental Interest Trust Trustee") for the Supplemental Interest Trust and Deutsche Bank Trust Company, Delaware, as Delaware Trustee, as amended and supplemented from time to time (the "PSA") or other transaction document is amended or modified (other than amendments and modifications solely to replace the Depositor, Seller, Servicer, Trustee or Delaware Trustee) without the prior written consent of Party A, where such consent is required under the terms of the PSA, provided in each case that such amendment or modification is materially adverse to the interests of Party A (as notified to the Supplemental Interest Trust Trustee by Party A)