Common use of Amendments to Pooling and Servicing Agreement Clause in Contracts

Amendments to Pooling and Servicing Agreement. The Indenture Trustee may consent to any amendment or supplement to the Pooling and Servicing Agreement only in accordance with Section 13.01 of the Pooling and Servicing Agreement if (i) it has received a letter from each Rating Agency to the effect that such amendment will not result in the reduction or withdrawal of the ratings then assigned to the Notes or (ii) a majority in interest of Noteholders (by Security Balance of the Notes) have instructed the Indenture Trustee to consent to such amendment and if an Opinion of Counsel is required to be delivered pursuant to Section 13.01 of the Pooling and Servicing Agreement, such opinion shall be delivered to the Indenture Trustee. The Indenture Trustee may, in its discretion, decline to enter into or consent to any such supplement or amendment if its own rights, duties or immunities shall be adversely affected.