Class A-10 Premium definition
Class A-10 Premium and "Reimbursement Amount" in Article I, (b) clauses (i) and (vii) of Section 4.02(a), (c) Section 10.01, (d) Sections 4.05 and 10.11 and (e) the Sections relating to the Reserve Funds. Notwithstanding any contrary provision of this Agreement, the Trustee shall not consent to any amendment to this Agreement unless it shall have first received an Opinion of Counsel, which opinion shall not be an expense of the Trustee or the Trust Fund, to the effect that such amendment will not cause the imposition of any tax on any REMIC or the Certificateholders or cause any REMIC to fail to qualify as a REMIC at any time that any Certificates are outstanding. Promptly after the execution of any amendment to this Agreement requiring the consent of Certificateholders, the Trustee shall furnish written notification of the substance or a copy of such amendment to each Certificateholder, MBIA and each Rating Agency. It shall not be necessary for the consent of Certificateholders under this Section to approve the particular form of any proposed amendment, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations as the Trustee may prescribe. Nothing in this Agreement shall require the Trustee to enter into an amendment without receiving an Opinion of Counsel (which Opinion shall not be an expense of the Trustee or the Trust Fund, satisfactory to the Trustee that (i) such amendment is permitted and is not prohibited by this Agreement and that all requirements for amending this Agreement have been complied with; and (ii) either (A) the amendment does not adversely affect in any material respect the interests of any Certificateholder or (B) the conclusion set forth in the immediately preceding clause (A) is not required to be reached pursuant to this Section 10.01.
Class A-10 Premium. With respect to the Class A-10 Policy and any Distribution Date, an amount equal to the product of (i) one-twelfth (1/12) of the "premium percentage" set forth in the Commitment Letter, dated as of October 25, 2001, between MBIA and Bear, Stearns & Co. Inc. relating to the Class A-10 Policy and (ii) the Class Certificate Balance of the Class A-10 Certificates immediately prior to such Distribution Date.