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of the holders of all the Bonds at the time outstanding which would be affected by the action to <br /> be taken, or (e) a modification of the rights, duties or immunities of the Trustee, without the <br /> written consent of the Trustee, or(f) a privilege or priority of any Bond over any other Bonds, or <br /> (g) the deprivation of the Owners of any Series 2017 Bonds then Outstanding of the lien thereby <br /> created. <br /> Anything herein to the contrary notwithstanding, a supplemental indenture under this <br /> Article which affects any rights of the Developer shall not become effective unless and until the <br /> Developer shall have consented in writing to the execution and delivery of such supplemental <br /> indenture. In this regard, the Trustee shall cause notice of the proposed execution and delivery <br /> of any such supplemental indenture together with a copy of the proposed supplemental indenture <br /> to be mailed by certified or registered mail to the Developer at least fifteen (15) days prior to the <br /> proposed date of execution and delivery of any such supplemental indenture. <br /> Section 9.3. Opinion of Counsel. Prior to executing any amendment or supplement to <br /> this Indenture, the Trustee shall be entitled to receive and conclusively rely upon an Opinion of <br /> Counsel to the effect that such amendment or supplement is authorized or permitted pursuant to <br /> the terms of this Indenture. <br /> (End of Article IX) <br /> - 40 - <br /> 1\1 1860514.2 <br />