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1 I I I ~ I i (g) To authorize, in accordance with and subject to the terms, ovisions and ~2 limitations of Section 208 hereof, the issuance of any series of Additional ertificates and, 3 in connection therewith, to specify and determine all matters and thin s necessary or 4 appropriate in connection therewith, and also any other matters and things elative to such 5 Additional Certificates which are not contrary to or inconsistent with the p visions of this 6 Agreement as theretofore in effect, including any amendments, modifications or supplements 7 to this Agreement necessary in order to enable the County to issue s ch Additional 8 Certificates utilizing any financing structure or financial product not express contemplated 9 by the terms of this Agreement so long as such amendments, modifications or supplements 1o do not materially adversely affect the rights of the Owners of the C rtificates then 11 Outstanding; I 12 13 (h) To make any change required by a Rating Agency as a pre ondition to the 14 issuance of a rating on any Series of Certificates which, in the opinion of th Trustee, is not 15 to the prejudice of the Owners of the Certificates of any other Series; 16 17 (i) So long as a Credit Facility is in full force and effect wit respect to the 18 Certificates affected by such Supplemental Agreement, to make any other hange which is 19 consented to in writing by the provider of such Credit Facility other than an change which: 2o 21 I (1) would result in a downgrading or withdrawal of the ratir~ g then assigned 22 to the affected Certificates by the Rating Agencies; i 3 , 24 (2) changes the stated maturity date (except as expressly p mitted herein), 25 the Interest Payment Dates, interest rates, prepayment and purchase provisions, and 26 provisions regarding notices of prepayment and purchase applicabl to the affected 27 Certificates, or diminishes the security afforded by such Credit Fac lity; or 28 29 (3) adversely affect any Outstanding Certificate that is not ecured by such 3o Credit Facility; or i, 31 ~ 32 (j) To make any other modification or amendment that, as a result f any change in 33 applicable law, is necessary or appropriate to enable the County to compl with the terms, 34 covenants, agreements and restrictions set forth in this Agreement, provided such 35 modification or amendment does not have a material adverse effect on th Owners of the 36 Outstanding Certificates, with such effect to be judged in light of such cha e in applicable 37 law. I 38 39 SECTION 7OZ. SUPPLEMENTAL AGREEMENTS AND AGREEMENT AMENDME TS REQUIRING 40 CONSENT OF OWNERS. Exclusive of Supplemental Agreements and amendments t the Agreement 41 covered by Section 701, no other Supplemental Agreement or amendment to the greement under 42 this Article VII shall become effective unless and until: (1);the Insurer has con nted thereto in 43 writing;, and (2) the Owners of not less than fifty one percent of the principal amo of Outstanding ~ PAGE 44 FINANCING AND TRUST AGREEMENT