Control by Bondholders Sample Clauses
The 'Control by Bondholders' clause defines the circumstances under which bondholders, rather than the issuer or other parties, are granted the authority to make key decisions regarding the management or enforcement of the bond agreement. Typically, this clause is triggered when certain events occur, such as a default or a significant breach of contract, allowing a specified majority of bondholders to direct actions like appointing a trustee, initiating legal proceedings, or deciding on restructuring terms. Its core practical function is to protect the collective interests of bondholders by centralizing decision-making power in their hands during critical situations, thereby ensuring coordinated and effective responses to issues that may affect their investment.
Control by Bondholders. The holders of a majority in aggregate principal amount of the Bonds at the time Outstanding, determined in accordance with Section 8.01, 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 such direction shall not be in conflict with any rule of law or with this Indenture. Subject to the provisions of Section 7.01, the Trustee shall have the right to decline to follow any such direction if the Trustee in good faith shall, by a Responsible Officer or Officers of the Trustee or its counsel, determine that the proceeding so directed would involve the Trustee in personal liability. The holders of a majority in aggregate principal amount of the Bonds at the time Outstanding affected thereby, determined in accordance with Section 8.01, may on behalf of the holders of all of the Bonds waive any past default in the performance of any of the covenants contained herein and its consequences, except a default in the payment of the principal of (or premium, if any) or interest on any of the Bonds as and when the same shall become due by the terms of such Bonds otherwise than by acceleration (unless such default has been cured and a sum sufficient to pay all matured installments of interest and principal and any premium has been deposited with the Trustee (in accordance with Section 6.01(c)) or in respect of a covenant or provision hereof which under Article IX cannot be modified or amended without the consent of the holder of each Outstanding Bond affected. Upon any such waiver, the default covered thereby shall be deemed to be cured for all purposes of this Indenture and the Company, the Trustee and the holders of the Bonds shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other default or impair any right consequent thereon.
Control by Bondholders. The Holders of a majority of the aggregate Bond Principal Balances of the Class A-1 Bonds and Class M Bonds and a majority of the Notional Amount of the Class A-IO Bonds shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds or exercising any trust or power conferred on the Indenture Trustee; provided that:
(i) such direction shall not be in conflict with any rule of law or with this Indenture;
(ii) any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Bonds representing not less than 100% of the Bond Principal Balances of the Class A-1 Bonds and Class M Bonds and 100% of the Notional Amount of the Class A-IO Bonds;
(iii) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction of the Holders of a majority of the aggregate Bond Principal Balances of the Class A-1 Bonds and Class M Bonds and a majority of the Notional Amount of the Class A-IO Bonds. Notwithstanding the rights of Bondholders set forth in this Section 5.11, the Indenture Trustee need not take any action that it determines might involve it in liability.
Control by Bondholders. The Holders of a majority of the aggregate Bond Principal Balances of Bonds shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds or exercising any trust or power conferred on the Indenture Trustee; provided that:
(i) such direction shall not be in conflict with any rule of law or with this Indenture;
(ii) any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Bonds representing not less than 100% of the Bond Principal Balances of the Bonds; and
(iii) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction of the Holders of Bonds representing a majority of the Bond Principal Balances of the Bonds. Notwithstanding the rights of Bondholders set forth in this Section 5.11 the Indenture Trustee need not take any action that it determines might involve it in liability.
Control by Bondholders. Unless otherwise provided in the related Terms Indenture, the Holders of Bonds of any Series representing more than 50% of the aggregate Principal Amount of such Series shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee, or exercising any trust or power conferred on the Indenture Trustee; provided, that:
(i) such direction shall not be in conflict with any rule of law or with this Indenture;
(ii) the Indenture Trustee shall have been provided with indemnity reasonably satisfactory to it;
(iii) any direction to the Indenture Trustee to declare all of the Bonds of such Series to be immediately due and payable following an Issuer Event of Default, or to rescind any such declaration, shall be by the Holders of Bonds representing more than 50% of the aggregate Principal Amount (or, in the case of a Class of Interest Only Bonds, the aggregate Notional Amount) of each Class of such Series;
(iv) any direction to the Indenture Trustee to sell or liquidate the Trust Estate securing such Series or any portion thereof shall be by the Holders of Bonds representing not less than 66-2/3% of the aggregate Principal Amount (or, in the case of a Class of Interest Only Bonds, the aggregate Notional Amount) of each Class of such Series (except that, notwithstanding the foregoing, if the condition to retention of the Trust Estate securing such Series set forth in Section 5.05 has been satisfied and the Indenture Trustee elects to retain such Trust Estate pursuant to such section, then any direction to the Indenture Trustee by the Holders of less than all the Bonds of such Series to sell or liquidate such Trust Estate or any portion thereof shall be of no force and effect); and
(v) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee which is not inconsistent with such direction. Notwithstanding the rights of Bondholders of any Series set forth in this Section 5.12, subject to Section 6.01 hereof, the Indenture Trustee need not take any action which it determines might involve it in liability or may be unjustly prejudicial to the Bondholders of such Series not consenting.
Control by Bondholders. With respect to acceleration of the principal amount of the Bonds, the Holders of Bonds representing more than fifty percent (50%) of the then Aggregate Outstanding Principal Amount of the Bonds shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Trustee hereunder or exercising any trust or power conferred on the Trustee; provided that:
(a) such direction shall not be in conflict with any rule of law or with this Indenture; and
(b) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction; provided, however, that, subject to Section 13.01, the Trustee need not take any action which it determines might involve it in liability or be unjustly prejudicial to the Bondholders not consenting thereto.
Control by Bondholders. The Holders of a majority of the Outstanding Amount of the Bonds (or, if less than all Tranches are affected, the affected Tranche or Tranches) shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Bond Trustee with respect to the Bonds of such Tranche or Tranches or exercising any trust or power conferred on the Bond Trustee with respect to such Tranche or Tranches; provided, however, that
(a) such direction shall not be in conflict with any rule of law or with this Bond Indenture and not involve the Bond Trustee in any personal liability or expense;
(b) subject to the express terms of Section 5.04, any direction to the Bond Trustee to sell or liquidate the Collateral shall be by the Holders of Bonds representing not less than 100 percent of the Outstanding Amount of the Bonds;
(c) if the conditions set forth in Section 5.05 have been satisfied and the Bond Trustee elects to retain the Collateral pursuant to such Section 5.05, then any direction to the Bond Trustee by Holders of Bonds representing less than 100 percent of the Outstanding Amount of the Bonds to sell or liquidate the Collateral shall be of no force and effect; and
(d) the Bond Trustee may take any other action deemed proper by the Bond Trustee that is not inconsistent with such direction; provided, however, that, subject to Section 6.01, the Bond Trustee need not take any action that it determines might involve it in liability or might materially adversely affect the rights of any Bondholders not consenting to such action. Furthermore and without limiting the foregoing, the Bond Trustee shall not be required to take any action for which it reasonably believes that it will not be indemnified to its satisfaction against any cost, expense or liability.
Control by Bondholders. The Holders of Bonds representing more than 50% of the Bond Balance of the Outstanding Bonds on the applicable Record Date shall, with the consent of the Bond Insurer, have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee or exercising any trust or power conferred on the Indenture Trustee; provided that:
(1) such direction shall not be in conflict with any rule of law or with this Indenture;
(2) any direction to the Indenture Trustee to undertake a Sale of the Trust Estate shall be by the Holders of Bonds representing the percentage of the Bond Balance of the Outstanding Bonds specified in Section 5.17(b) (1), unless Section 5.17(b) (2) is applicable; and
(3) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction; provided, however, that, subject to Section 6.01, the Indenture Trustee need not take any action that it determines might involve it in liability or be unjustly prejudicial to the Bondholders not consenting.
Control by Bondholders. The Holders of Bonds representing more than 50% of the aggregate Class Principal Amount of the Controlling 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:
(1) such direction shall not be in conflict with any rule of law or with this Indenture;
(2) any direction to the Trustee to undertake a Sale of the Trust Estate shall be by the Holders of Bonds representing the percentage of the aggregate Class Principal Amount of the Controlling Class specified in Section 5.18(b)(1), unless Section 5.18(b)(2) is applicable; and
(3) [Reserved];
(4) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction; provided, however, that, subject to Section 6.01, the Trustee need not take any action which it determines might involve it in liability or be unjustly prejudicial to the Bondholders not consenting.
Control by Bondholders. The Holders of not less than 51% of the than outstanding Bond Balance shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds or exercising any trust or power conferred on the Indenture Trustee; provided that:
(i) such direction shall not be in conflict with any rule of law or with this Indenture;
(ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Bonds representing not less than 66b% of the then outstanding Bond Balance;
(iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Bonds representing less than 66b% of the then outstanding Bond Balance to sell or liquidate the Trust Estate shall be of no force and effect; and
(iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Bondholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines, in its sole discretion, might involve it in liability or might materially adversely affect the rights of any Bondholders not consenting to such action.
Control by Bondholders. The Holders of a majority in principal amount of the Outstanding Bonds 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 that
(1) such direction shall not be in conflict with any rule of law or with this Indenture,
(2) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction,
(3) subject to Section 601, the Trustee need not take any action which might be prejudicial to the Holders not consenting, or that might expose the Trustee to personal expense or liability, or if the Trustee does not have sufficient indemnification against loss or expense. and further provided, that Holders of not less than seventy-five percent (75%) in principal amount of Bonds Outstanding may consent to a postponement of any interest payment for a period not exceeding three (3) years from its due date.