Common use of Prior Notice to Certificateholders Regarding Certain Matters Clause in Contracts

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders of the Certificates, then the Owner Trustee may: (1) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2) file an amendment to the Certificate of Trust; (3) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5) amend the Administration Agreement; and (6) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holders' percentage ownership of the entire Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1) initiate a claim or lawsuit by the Trust for collection of Assets; (2) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest the holder of the Holders of the CertificatesTransferor Certificate, then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2ii) file an amendment to the Certificate of Trust; (3iii) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5v) amend the Administration Agreement; and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holdersholders' percentage ownership of the entire Transferor Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust for collection of Assets; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders holders of the Transferor Certificates, then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2ii) file an amendment to the Certificate of Trust; (3iii) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5v) amend the Administration Agreement; and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holdersholders' percentage ownership of the entire Transferor Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust for collection of Assets; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders holders of the CertificatesTransferor Certificates of all outstanding Series (voting per capita), then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or any subtrust, or compromise any action, claim, or lawsuit brought by or against the Trust, or any subtrust; (2ii) file an amendment to the Certificate of Trust; (3iii) amend the any Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5v) amend the Administration Agreement; and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust any Series has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are unanimously agreed to by the majority of the Holders (based on the Holders' percentage ownership of the entire Certificate Interest)to. (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust Trust, or any subtrust, for collection of Series Assets; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Business Trust Statute; or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders of the Certificates, then the Owner Trustee may: (1) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2) file an amendment to the Certificate of Trust; (3) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5) amend the Administration Agreement; and (6) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holders' ’ percentage ownership of the entire Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1) initiate a claim or lawsuit by the Trust for collection of Assets; (2) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders and the Credit Enhancer thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest the holder of the Holders of the CertificatesTransferor Certificate, then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2ii) file an amendment to the Certificate of Trust; (3iii) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5v) amend the Administration Agreement; and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holdersholders' percentage ownership of the entire Transferor Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust for collection of Assets; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee Trustees shall give the Certificateholders thirty (30) days' ’ written notice before taking any of the following actions on behalf of the Trust. Within thirty (30) days of the date of the notice the Certificateholders may instruct the Owner Trustee Trustees in writing not to take the proposed action or may provide alternative direction. Thirty (30) days after giving the notice, if the Owner Trustee has Trustees have not been instructed otherwise by a majority in interest of the Holders of each class of the Certificates, then the Owner Trustee Trustees may: (1) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2) file an amendment to the Certificate of Trust; (3) amend any Transaction Document to which the Indenture by Trust is a supplemental indenture in circumstances where the consent of any Noteholder is required; (4) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5) amend the Administration Agreementparty; and (64) appoint a successor Certificate Paying Agent, Agent or Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and RegistrarCertificate Paying Agent, Certificate Registrar or Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder Holder of its Certificates, then the Holders may only give instructions that are agreed to by the majority not less than 662/3% of the Holders (based on the Holders' percentage ownership by Percentage Interest) of the entire Certificate Interest)each Class of Certificates. (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee Trustees may, on behalf of the Trust: (1) initiate a claim or lawsuit by the Trust for collection of Assets; (2) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3) amend any Transaction Document to which the Administration Agreement Trust is a party to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee Trustees to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders holders of the CertificatesTransferor Certificates of all outstanding Series (voting per capita), then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or any subtrust, or compromise any action, claim, or lawsuit brought by or against the Trust; , or any subtrust; (2ii) file an amendment to the Certificate of Trust; ; (3iii) amend the any Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; ; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; ; (5v) amend the Administration Agreement; and and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust any Series has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are unanimously agreed to by the majority of the Holders (based on the Holders' percentage ownership of the entire Certificate Interest)to. (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust Trust, or any subtrust, for collection of Series Assets; ; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Business Trust Statute; or or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest of the Holders holders of the Transferor Certificates, then the Owner Trustee may: (1) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2) file an amendment to the Certificate of Trust; (3) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5) amend the Administration Agreement; and (6) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holdersholders' percentage ownership of the entire Transferor Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders the Owner Trustee may, on behalf of the Trust: (1) initiate a claim or lawsuit by the Trust for collection of Assets; (2) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.

Prior Notice to Certificateholders Regarding Certain Matters. (a) The Owner Trustee shall give the Certificateholders thirty days' written notice before taking any of the following actions on behalf of the Trust. Within thirty days of the date of the notice the Certificateholders may instruct the Owner Trustee in writing not to take the proposed action or may provide alternative direction. Thirty days after giving the notice, if the Owner Trustee has not been instructed otherwise by a majority in interest the holder of the Holders of the CertificatesTransferor Certificate, then the Owner Trustee may: (1i) initiate any claim or lawsuit by the Trust, or compromise any action, claim, or lawsuit brought by or against the Trust; (2ii) file an amendment to the Certificate of Trust; (3iii) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (4iv) amend the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required, but the amendment materially adversely affects the interests of the Certificateholders; (5v) amend the Administration Agreement; and (6vi) appoint a successor Certificate Paying Agent, Certificate Registrar, Administrator, or Indenture Trustee under the Indenture, or consent to the assignment by the Transfer Agent and Registrar, Administrator, or Indenture Trustee of its obligations under the Indenture. If the Trust has more than one holder of its Transferor Certificates, then the Holders may only give instructions that are agreed to by the majority of the Holders (based on the Holdersholders' percentage ownership of the entire Transferor Certificate Interest). (b) Notwithstanding Section 4.01(a), without prior notice to the Certificateholders Certificateholders, the Owner Trustee may, on behalf of the Trust: (1i) initiate a claim or lawsuit by the Trust for collection of Assets; (2ii) file an amendment to the Certificate of Trust whenever the amendment is required by the Statutory Trust Statute; or (3iii) amend the Administration Agreement to cure any ambiguity or mistake or effect any other amendment that would not materially adversely affect the interests of the Certificateholders. The foregoing provisions of this Section 4.01 do not create a duty on the part of the Owner Trustee to take any of the actions described above.