Common use of Amendments With Consent of Securityholders Clause in Contracts

Amendments With Consent of Securityholders. With the written consent (evidenced as provided in Section 11.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding that is affected by such supplemental indenture or indentures, the Issuers and a Guarantor, when authorized by Board Resolutions, and the Trustee from time to time and at any time may enter into an indenture or indentures to supplement this Indenture hereto or amend this Indenture and the Security Documents (subject to the provisions of the Security Documents) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 12.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture, without the consent of the holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend a fixed maturity of or any installment of principal of any Securities of any series or reduce the principal amount thereof or reduce the amount of principal of any original issue discount security that would be due and payable upon declaration of acceleration of the maturity thereof; (ii) reduce the rate of or extend the time for payment of interest on any Security of any series; (iii) reduce the premium payable upon the redemption of any Security; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or after the fixed maturity thereof (or, in the case of redemption, on or after the redemption date); or (vi) reduce the aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights of the holders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of Securityholders of a series affected thereby under this Section 12.02 to approve the particular form of any proposed supplemental indenture, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuers, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 12.02, the Issuers shall mail or cause to be mailed a notice thereof by first-class mail to the holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuers to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.

Amendments With Consent of Securityholders. With the written consent (evidenced as provided in Section 11.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding that is affected by such supplemental indenture or indentures, the Issuers Issuer and a Guarantor, when authorized by Board Resolutions, and the Trustee from time to time and at any time may enter into an indenture or indentures to supplement this Indenture hereto or amend this Indenture and the Security Documents (subject to the provisions of the Security Documents) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 12.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture, without the consent of the holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend a fixed maturity of or any installment of principal of any Securities of any series or reduce the principal amount thereof or reduce the amount of principal of any original issue discount security that would be due and payable upon declaration of acceleration of the maturity thereof; (ii) reduce the rate of or extend the time for payment of interest on any Security of any series; (iii) reduce the premium payable upon the redemption of any Security; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or after the fixed maturity thereof (or, in the case of redemption, on or after the redemption date); or (vi) reduce the aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights of the holders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of Securityholders of a series affected thereby under this Section 12.02 to approve the particular form of any proposed supplemental indenture, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the IssuersIssuer, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 12.02, the Issuers Issuer shall mail or cause to be mailed a notice thereof by first-class mail to the holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuers Issuer to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.

Amendments With Consent of Securityholders. With This Agreement may be amended from time to time by the written Transferor and the Owner Trustee with the consent (evidenced as provided in Section 11.01) of the holders of Noteholders whose Notes evidence not less than a majority in aggregate principal amount of the Securities Outstanding Amount of each series at the time Outstanding that is affected by such supplemental indenture or indentures, Notes as of the Issuers and a Guarantor, when authorized by Board Resolutions, close of business on the preceding Payment Date and the Trustee from time to time and at any time may enter into an indenture or indentures to supplement this Indenture hereto or amend this Indenture and the Security Documents (subject to the provisions consent of Certificateholders whose Certificates evidence not less than a majority of the Security DocumentsVoting Interests as of the close of business on the preceding Payment Date (which consent, whether given pursuant to this Section 8.2 or pursuant to any other provision of this Agreement, shall be conclusive and binding on such Person and on all future Holders of such Notes or Certificates and of any Notes or Certificates issued upon the transfer thereof or in exchange thereof or in lieu thereof whether or not notation of such consent is made upon the Notes or Certificates) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture Agreement, or of modifying in any manner not covered by Section 12.01 the rights of the holders of Noteholders or the Securities of such series under this IndentureCertificateholders; provided, however, that no such supplemental indentureamendment shall (a) increase or reduce in any manner the amount of, or accelerate or delay the timing of, distributions that shall be required to be made on any Security without the consent of the Holder thereof (it being understood that the issuance of any Securities after the Initial Closing Date as contemplated by this Agreement, the Trust Sale and Servicing Agreement and the Indenture and the specification of the terms and provisions thereof pursuant to a Series Supplement shall not be deemed to have such effect for purposes hereof), (b) adversely affect the rating of any series of Securities without the consent of the Holders of two-thirds of the Outstanding Amount of such series of Notes or the Voting Interests with respect to such Certificates, as appropriate or (c) reduce the aforesaid percentage required to consent to any such amendment, without the consent of the holders Holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend a fixed maturity of or any installment of principal of any Securities of any series or reduce the principal amount thereof or reduce the amount of principal of any original issue discount security that would be due and payable upon declaration of acceleration all of the maturity thereof; (ii) reduce the rate of or extend the time for payment of interest on any Security of any series; (iii) reduce the premium payable upon the redemption of any Security; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or after the fixed maturity thereof (or, in the case of redemption, on or after the redemption date); or (vi) reduce the aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights Notes and all of the holders of Securities of such series Voting Interests with respect to such covenant, Event of Default or other provision, shall be deemed not Certificates then outstanding. Prior to affect the rights under this Indenture of the holders of Securities execution of any other series. It shall not be necessary for the consent of Securityholders of a series affected thereby under this Section 12.02 to approve the particular form of any proposed supplemental indenturesuch amendment, amendment supplement or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuers, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 12.02consent, the Issuers Owner Trustee shall mail or cause to be mailed a notice thereof by first-class mail to the holders furnish written notification of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of amendment, supplement or consent to the Issuers to mail such notice, or any defect therein, shall not in any way impair or affect Rating Agencies and the validity of any such supplemental indentureIndenture Trustee.