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[386] > Image [386] of Minutes of the University of Kentucky Board of Trustees, 1986-05-jun25.

Part of Minutes of the University of Kentucky Board of Trustees

Section 8.05. Right of Bondowners to Direct Proceedings. Anything in the Resolution to the contrary notwithstanding, the Owners of a majority in principal amount of the Bonds at the time Outstanding shall have the right, by an instrument in writing executed and delivered to the Trustee, to direct the method and place of conducting all remedial proceedings to be taken by the Trustee hereunder, provided that such direction shall not be otherwise than in accordance with law or the provisions of the Resolution, and that the Trustee shall have the right to decline to follow any such direction which in the opinion of the Trustee would be unjustly prejudicial to Owners of the Bonds not parties to such direction. Section 8.06. Remedies Vested in Trustee. All rights of action under the Resolution or under any of the Bonds secured hereby enforceable by the Trustee may be enforced by the Trustee with- out the possession of any of the Bonds or the production thereof on the trial or other proceeding relative thereto. Any such suit, action or proceeding instituted by the Trustee shall be brought in its name for the benefit of all of the Owners of such Bonds, subject to the provisions of the Resolution. No remedy herein conferred upon or reserved to the Trustee is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute. No delay or omission of the Trustee or of any Owner of the Bonds to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy given by this Article to the Trustee and the Owners of the Bonds, respectively, may be exercised from time to time and as often as may be deemed expedient. Section 8.07. Restrictions on Rights and Remedies of Bondowners. No Owner of any of the Bonds shall have any right to institute any suit, action or proceeding in equity or at law for any remedy afforded by the Resolution unless such Owner shall have previously given to the Trustee written notice of an event of default as hereinbefore provided, nor unless also the Owners of twenty-five percent (25%) in principal amount of the Bonds then Outstanding shall have made written request of the Trustee and shall have afforded the Trustee a reasonable opportunity either to proceed to exercise the powers hereinbefore granted or to institute such action, suit or proceedings in its or their name, nor unless also there shall have been offered to the Trustee security and indemnity satisfactory to it against the costs, expenses and liabilities to be incurred therein or thereby, it being understood and intended that no one or more Owners of Bonds shall have any right in any manner whatever by his or their action to enforce any right hereunder except in the manner herein provided. However, nothing contained in the Resolution shall affect or impair the right of any Owner to enforce the payment of the principal of and premium, if any, and interest on any Bond at and after the maturity thereof, or the obligation of the Board to pay the principal of and premium, if any, and interest on any Bond issued hereunder to the respective Owners thereof at the time, place, from the source and in the manner expressed in any Bond. -30-