Common use of Control by Bondholders Clause in Contracts

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 the Class A-1 Bonds, Class M Bonds and Class M B 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, Class M Bonds and Class M B 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, Class M Bonds and Class M B 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 the Bonds (other than the Class A-1 Bonds and Class M Bonds A-IO Bonds) and a majority of the aggregate 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 (for which purpose the Class A-IO Bonds will be deemed to have a Bond Principal Balance equal to 5% of the aggregate Bond Principal Balance of the other Classes of 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 aggregate Bond Principal Balances or Notional Amounts 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, 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 the Bonds (other than the Class A-1 Bonds and Class M Bonds 1-A-IO Bonds) and a majority of the aggregate Notional Amount of the Class 1-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 Bonds (for which purpose the Class A-1 1-A-IO Bonds and Class M Bonds and 100will be deemed to have a Bond Principal Balance equal to 5% of the Notional Amount aggregate Bond Principal Balance of the Class A-IO other Classes of 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 aggregate Bond Principal Balances or Notional Amounts 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, 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 the Class A-1 Bonds and Class M Bonds and a majority of the aggregate Notional Amount of the Class A-IO IO-1 Bonds and Class A-IO-2 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 (for which purpose the Class A-IO IO-1 Bonds and Class A-IO-2 Bonds will together be deemed to have a Bond Principal Balance equal to 5% of the aggregate Bond Principal Balance of the other Classes of 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 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, 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 the Class A-1 Bonds and Class M Bonds and a majority of the Notional Outstanding Amount of the Class A-IO Bonds (or, if less than all Tranches are affected, the affected Tranches) 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 of such Tranches or exercising any trust or power conferred on the Indenture TrusteeTrustee with respect to such Tranches; provided provided, that: (ia) such direction shall not be in conflict with any rule of law or with this Indenture; (iib) subject to Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by the Holders of Bonds representing all of the Outstanding Amount of the Bonds; (c) if the conditions set forth in Section 5.05 have been satisfied and the Trustee elects to retain the Collateral pursuant to such Section and not to sell or liquidate the same, then any direction to the Trustee by Holders of Bonds representing not less than 100% all of the Bond Principal Balances of the Class A-1 Bonds and Class M Bonds and 100% of the Notional Outstanding Amount of the Class A-IO BondsBonds to sell or liquidate the Collateral shall be of no force and effect; (iiid) 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 direction; (e) subject to Section 5.116.01, the Indenture Trustee need not take any action that it determines might involve it in liabilityliability for which it reasonably believes it will not be adequately indemnified against the costs, expenses and liabilities which might be incurred by it in complying with this request; and (f) the Trustee need not take any action that it determines might materially and adversely affect the rights of any Bondholders not consenting to such action.

Control by Bondholders. The Holders of a majority of the aggregate Bond Principal Security 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) 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 100% of the Bond Principal Security Balances of the Class A-1 Bonds and Class M Bonds and 100% of the Notional Amount of the Class A-IO Bonds; (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 direction to the Indenture Trustee by Holders of Bonds representing less than 100% of the Security Balances of Bonds 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 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 Bondsdirection. Notwithstanding the rights of Bondholders set forth in this Section, subject to Section 5.116.01, the Indenture Trustee need not take any action that it determines might involve it in liabilityliability or might materially adversely affect the rights of any Bondholders not consenting to such action.