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

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supplemental indenture or any term or provisions therein contained is necessary or desirable,having in view the needs of the City and the respective rights and interests of the Holders of Bonds theretofore issued hereunder; and the Trustee shall be under no responsibility or liability to the City or to the Borrower or to any Holder of any such Bond,or to anyone whatever, for any act or thing which it may do or decline to do in good faith subject to the provisions of this Article, in the exercise of such discretion. In determining whether or not a supplemental indenture does or does not require the consent of bondholders,the trustee may conclusively rely on an Opinion of Counsel. Section 11.04 Modification of Indenture with Consent Of Bondholders. Subject to the terms and provisions contained in this Section,a Majority of Holders shall have the right,from time to time,to consent to and approve the execution of indenture or indentures supplemental hereto;PROVIDED,HOWEVER,that nothing herein contained shall permit or be construed as permitting, without the consent of the Holders of all outstanding Bonds,(a)an extension of the maturity of any Bond issued hereunder, or(b)a reduction in the principal amount of any Bond or the redemption premium or the rate of interest thereon, or (c) the creation of a lien upon or a pledge of revenues ranking prior to or on a parity with the lien or pledge created by this Indenture and the Mortgage (except as provided in Section 2.09), or(d) a preference or priority of any Bond or Bonds over any others, or (e) a reduction in the aggregate principal amount of the Bonds required to consent to supplemental indentures,amendments to the Loan Agreement or amendments to the Mortgage, or(f)a reduction in the aggregate principal amount of the Bonds required to waive an Event of Default;PROVIDED FURTHER,that nothing herein contained shall permit or be construed as permitting, without the consent of the holders or creditors of all outstanding Subordinated Debt,the elimination of any consent of a holder or creditor of Subordinated Debt to any modification to this Indenture, the Loan Agreement or the Subordinate Mortgage. Whenever there shall be delivered to the Trustee a resolution of Bondholders adopted at a Bondholders'meeting approved by,or an instrument or instruments purporting to be executed by a Majority of Holders,which resolution or instrument or instruments shall refer to the proposed supplemental indenture and shall specifically consent to and approve the execution thereof,thereupon,the City and the Trustee may execute such supplemental indenture without liability or responsibility to any Holder of any Bond,whether or not such Holder shall have consented thereto. If a Majority of Holders at the time of the execution of such supplemental indenture shall have consented to and approved the execution thereof as herein provided, no Holder of any Bond shall have any right to object to the execution of such supplemental indenture, or to object to any of the terms and provisions contained therein or the operation thereof, or in any manner to question the propriety of the execution thereof,or to enjoin or restrain the Trustee or the City from executing the same or from taking any action pursuant to the provisions thereof. Section 11.05 Supplemental Indentures to be Part of Indenture. Any supplemental indenture executed in accordance with any of the provisions ofthis Article shall thereafter form a part ofthis Indenture; and all the terms and conditions contained in any such supplemental indenture as to any provisions authorized to be contained therein shall be and be deemed to be part of the terms and conditions of this Indenture for any and all purposes,and the respective rights, duties and obligations under this Indenture of the City,the Trustee and all Holders of Bonds then outstanding shall thereafter be determined,exercised and enforced hereunder,subject in all respects to such modifications and amendments. If deemed necessary or desirable by the Trustee, reference to any such supplemental indenture or any of such terms or conditions - 67 -