11-14-01 1. INDENTURE OF TRUST - Laserfiche WebLink

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ARTICLE IX Concerning the Bondholders Section 9.01 Execution of Instruments by Bondholders. Any request, direction, consent or other instrument in writing required by this Indenture to be signed or executed by Bondholders may be in any number of concurrent instruments of similar tenor and may be signed or executed by such Bondholders in person or by agent duly appointed by an instrument in writing. Proof ofthe execution of any such instrument and of the ownership of Bonds shall be sufficient for any purpose of this hndenture and shall be conclusive in favor of the Trustee with regard to any action taken by it under such instrument if made in the following manner: (a) The fact and date of the execution by any person of any such instrument may be proved by the certificate of any officer in any jurisdiction who, by the laws thereof, has power to take acknowledgments of deeds to be recorded within such jurisdiction,to the effect that the person signing such instrument acknowledged the execution thereof,or by an affidavit of a witness to such execution. (b) The ownership of Bonds shall be proved by the registration records kept under the provisions of this Indenture. Nothing contained in this Article shall be construed as limiting the Trustee to the proof above specified,it being intended that the Trustee may accept any other evidence of the matters herein stated which to it may seem sufficient. Section 9.02 Waiver of Notice. Any notice or other communication required by this Indenture to be given by delivery,publication or otherwise to the Bondholders or any one or more thereof may be waived, at any time before such notice or communication is so required to be given,by a writing mailed or delivered to the Trustee by the Holder or Holders of all of the Bonds entitled to such notice or communication. Section 9.03 Determ i nation of Bond ho I der Concurrence. In determining whether the Holders of the requisite aggregate principal amount of Bonds have concurred in any demand,request,direction,consent or waiver under this Indenture, any Bonds which are owned by the City or the Borrower shall be disregarded and deemed not to be outstanding for the purpose of any such determination,provided that for the purpose of determining whether the Trustee shall be protected in relying on any such demand, request, direction, consent or waiver only Bonds which the Trustee knows to be so owned shall be disregarded. Bonds so owned which have been pledged in good faith may be regarded as outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgee's right to vote such Bonds and that the pledgee is not a person directly or indirectly controlling or controlled by or under common control with the City or the Borrower. In case of a dispute as to such right,any decision by the Trustee taken upon the advice of counsel shal I be full protection to the Trustee. - 62 -