Common use of Rights of Certificateholders to Direct Trustee Clause in Contracts

Rights of Certificateholders to Direct Trustee. Holders of Certificates evidencing not less the 25% of the Voting Interests of the Class A Certificates and the Class B Certificates, voting together as a single class, shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that subject to Section 19.01, the Trustee shall have the right to decline to follow any such direction if the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer, determine that the proceedings so directed would be illegal or subject it to personal liability or be unduly prejudicial to the rights of Certificateholders not parties to such direction; and provided further that nothing in the Agreement shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction by the Certificateholders. ARTICLE TWENTY

Rights of Certificateholders to Direct Trustee. Holders of Certificates evidencing not less the 25% of the Voting Interests of the Class A Certificates and the Class B Certificates, voting together as a single class, shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that subject to Section 19.01, the Trustee shall have the right to decline to follow any such direction if the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible Officer, determine that the proceedings so directed would be illegal or subject it to personal liability or be unduly prejudicial to the rights of Certificateholders not parties to such direction; and provided further that nothing in the Agreement shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction by the Certificateholders. ARTICLE TWENTY.

Rights of Certificateholders to Direct Trustee. Holders The Majority in Interest of Certificates evidencing not less the 25% of the Voting Interests of the Class A Certificates and the Class B Certificates, voting together as a single class, each Series shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; providedPROVIDED, howeverHOWEVER, that subject to Section 19.0111.01, the Trustee shall have the right to decline to follow any such direction if the Trustee after being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible OfficerOfficer or Responsible Officers of the Trustee, determine that the proceedings so directed would be illegal or subject involve it to in personal liability or be unduly prejudicial to the rights of Certificateholders not parties to such direction; and provided further and, PROVIDED, FURTHER, that nothing in the this Agreement shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction by of the Certificateholders. ARTICLE TWENTYInvestor Certificateholders unless the Majority in Interest of each Series shall have directed the Trustee to not take such action.

Rights of Certificateholders to Direct Trustee. Holders of ---------------------------------------------- Investor Certificates evidencing not less the 25Undivided Interests aggregating more than 50% of the Voting Interests Investor Amount of the Class A Certificates and the Class B Certificates, voting together as a single class, any Series affected shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee; provided, however, that that, subject to Section 19.0111.1, the Trustee shall have the -------- ------- ------------ right to decline to follow any such direction if the Trustee being advised by counsel determines that the action so directed may not lawfully be taken, or if the Trustee in good faith shall, by a Responsible OfficerOfficer or Responsible Officers of the Trustee, determine that the proceedings so directed would be illegal or subject involve it to in personal liability or be unduly prejudicial to the rights of Certificateholders not parties to such direction; and provided further -------- ------- that nothing in the this Agreement shall impair the right of the Trustee to take any action deemed proper by the Trustee and which is not inconsistent with such direction by the Certificateholders. ARTICLE TWENTYdirection.