Common use of Bankruptcy of Lessor Estate Clause in Contracts

Bankruptcy of Lessor Estate. If (i) all or any part of the Lessor Estate becomes the property of a debtor subject to the provisions of Title 11 of the United States Code, as amended from time to time, (ii) pursuant to such reorganization provisions the Equity Investor is required, by reason of the Equity Investor being held to have recourse liability to the debtor or the trustee of the debtor directly or indirectly, to make payment on account of any amount payable as principal or interest on the Senior Notes, and (iii) the Indenture Trustee actually receives any Excess Amount, as defined below, which reflects any payment by the Equity Investor on account of clause (ii) above, the Indenture Trustee shall, upon obtaining Actual Knowledge thereof or upon written request of the Equity Investor, promptly refund to the Equity Investor such Excess Amount. For purposes of this Section 12.2, "Excess Amount" means the amount by which such payment exceeds the amount that would have been received by the Indenture Trustee if the Equity Investor had not become subject to the recourse liability referred to in clause (ii) above. Nothing contained in this Section 12.2 shall prevent the Indenture Trustee from enforcing any personal recourse obligations (and retaining the proceeds thereof) of the Equity Investor as contemplated by this Participation Agreement (other than those referred to in clause (ii) above). The Indenture Trustee agrees that should the Lessor Estate become a debtor subject to the provisions of the Bankruptcy Code, it shall, upon the written request of the Equity Investor, and provided that the making of the election hereinafter referred to is permitted to be made by it under Applicable Law and will not have any adverse impact on any Noteholder or the Indenture Estate, all as determined by the Equity Investor or the Indenture Trustee, other than as contemplated by the preceding paragraph, make the election referred to in Section 111 1(b)(1)(A)(i) of the Bankruptcy Code or any successor provision if, in the absence of such election, the Indenture Trustee would have recourse against the Equity Investor for the payment of the indebtedness represented by the Senior Notes in circumstances in which such Noteholders or the Indenture Trustee would not have recourse under the Indenture if the Lessor Estate had not become a debtor under the Bankruptcy Code.

Bankruptcy of Lessor Estate. If (i) all or any part of the Lessor Estate becomes the property of a debtor subject to the reorganization provisions of Title 11 of the United States Bankruptcy Code, as amended from time to time, (ii) pursuant to such reorganization provisions the Equity Investor Owner Participant is required, by reason of the Equity Investor Owner Participant being held to have recourse liability to the debtor or the trustee of the debtor directly or indirectly, to make payment on account of any amount payable as principal or interest on the Senior Notes, and (iii) the Lease Indenture Trustee actually receives any Excess Amount, as defined below, which reflects any payment by the Equity Investor Owner Participant on account of clause (ii) above, the Lease Indenture Trustee shall, upon obtaining Actual Knowledge thereof or upon written request of the Equity Investor, shall promptly refund to the Equity Investor Owner Participant such Excess AmountAmount (and a corresponding amount shall be reinstated as due and owing under the Notes). For purposes of this Section 12.217.4, "Excess Amount" means the amount by which such payment exceeds the amount that which would have been received by the Lease Indenture Trustee if the Equity Investor Owner Participant had not become subject to the recourse liability referred to in clause (ii) above. Nothing contained in this Section 12.2 17.4 shall prevent the Lease Indenture Trustee from enforcing any personal recourse obligations (and retaining the Conemaugh Participation Agreement 82 88 proceeds thereof) of the Equity Investor Owner Participant as contemplated by this Participation Agreement (other than those referred to in clause (ii) above)). The Lease Indenture Trustee agrees that should the Lessor Estate become a debtor subject to the reorganization provisions of the Bankruptcy Code, it shall, shall upon the written request of the Equity InvestorOwner Participant, and provided that the making of the election hereinafter referred to is permitted to be made by it under Applicable Law and will not have any adverse impact on any Noteholder Noteholder, the Lease Indenture Trustee or the Indenture Estate, all as determined by the Equity Investor or the Indenture Trustee, Estate other than as contemplated by the preceding paragraph, make makes the election referred to in Section 111 1(b)(1)(A)(i1111(b)(1)(A)(i) of the Bankruptcy Code or any successor provision if, in the absence of such election, the Lease Indenture Trustee would have recourse against the Equity Investor Owner Participant for the payment of the indebtedness represented by the Senior Notes in circumstances circumstance in which such Noteholders or the Lease Indenture Trustee would not have recourse under the Lease Indenture if the Lessor Estate had not become a debtor under the Bankruptcy Code.

Bankruptcy of Lessor Estate. If (i) all or any part of the Lessor Estate becomes the property of a debtor subject to the reorganization provisions of Title 11 of the United States Code, as amended from time to time, (ii) pursuant to such reorganization provisions the Equity Investor Owner Participant is required, by reason of the Equity Investor Owner Participant being held to have recourse liability to the debtor or the trustee of the debtor directly or indirectly, to make payment on account of any amount payable as principal or interest on the Senior Lessor Notes, and (iii) the Lease Indenture Trustee actually receives any Excess Amount, as defined below, which reflects any payment by the Equity Investor Owner Participant on account of clause (ii) above, the Lease Indenture Trustee shall, upon obtaining Actual Knowledge thereof or upon written request of the Equity Investor, shall promptly refund to the Equity Investor Owner Participant such Excess Amount. For purposes of this Section 12.216.3, "Excess ------------ ------ Amount" means the amount by which such payment exceeds the amount that which would ------ have been received by the Lease Indenture Trustee if the Equity Investor Owner Participant had not become subject to the recourse liability referred to in clause (ii) above. Nothing contained in this Section 12.2 16.3 shall prevent the Lease Indenture Trustee ------------ from enforcing any personal recourse obligations (and retaining the proceeds thereof) of the Equity Investor Owner Participant as contemplated by this Participation Agreement (other than those referred to in clause (ii) above). The Indenture Trustee agrees that should the Lessor Estate become a debtor subject to the provisions of the Bankruptcy Code, it shall, upon the written request of the Equity Investor, and provided that the making of the election hereinafter referred to is permitted to be made by it under Applicable Law and will not have any adverse impact on any Noteholder or the Indenture Estate, all as determined by the Equity Investor or the Indenture Trustee, other than as contemplated by the preceding paragraph, make the election referred to in Section 111 1(b)(1)(A)(i) of the Bankruptcy Code or any successor provision if, in the absence of such election, the Indenture Trustee would have recourse against the Equity Investor for the payment of the indebtedness represented by the Senior Notes in circumstances in which such Noteholders or the Indenture Trustee would not have recourse under the Indenture if the Lessor Estate had not become a debtor under the Bankruptcy Code).

Bankruptcy of Lessor Estate. If (i) all or any part of the Lessor Estate becomes the property of a debtor subject to the provisions of Title 11 of the United States Code, as amended from time to time, (ii) pursuant to such reorganization provisions the Equity Investor Owner Participant is required, by reason of the Equity Investor Owner Participant being held to have recourse liability to the debtor or the trustee of the debtor directly or indirectly, to make payment on account of any amount payable as principal or interest on the Senior Lessor Notes, and (iii) the Lease Indenture Trustee actually receives any Excess Amount, as defined below, which reflects any payment by the Equity Investor Owner Participant on account of clause (ii) above, the Lease Indenture Trustee shall, upon obtaining Actual Knowledge thereof or upon written request of the Equity InvestorOwner Participant, promptly refund to the Equity Investor Owner Participant such Excess Amount. For purposes of this Section 12.215.2, "Excess ------ Amount" means the amount by which such payment exceeds the amount that would have been received by the Indenture Trustee if the Equity Investor which had not ------ become subject to the recourse liability referred to in clause (ii) above. Nothing contained in this Section 12.2 15.2 shall prevent the Lease Indenture Trustee from enforcing any personal recourse obligations (and retaining the proceeds thereof) of the Equity Investor Owner Participant as contemplated by this Participation Agreement (other than those referred to in clause (ii) above)). The Lease Indenture Trustee agrees that should the Lessor Estate become a debtor subject to the provisions of the Bankruptcy Code, it shall, shall upon the written request of the Equity InvestorOwner Participant, and provided that the making of the election hereinafter referred to is permitted to be made by it under Applicable Law and will not have any adverse impact on any Noteholder Noteholder, the Lease Indenture Trustee or the Indenture Estate, all as determined by the Equity Investor or the Indenture Trustee, Estate other than as contemplated by the preceding paragraph, make the election referred to in Section 111 1(b)(1)(A)(i1111(b)(1)(A)(i) of the Bankruptcy Code or any successor provision if, in the absence of such election, the Lease Indenture Trustee would have recourse against the Equity Investor Owner Participant for the payment of the indebtedness represented by the Senior Notes in circumstances in which such Noteholders or the Lease Indenture Trustee would not have recourse under the Lease Indenture if the Lessor Estate had not become a debtor under the Bankruptcy Code.

Bankruptcy of Lessor Estate. If (i) all or any part of the Lessor Estate becomes the property of a debtor subject to the reorganization provisions of Title 11 of the United States Code, as amended from time to time, (ii) pursuant to such reorganization provisions the Equity Investor Owner Participant is required, by reason of the Equity Investor Owner Participant being held to have recourse liability to the debtor or the trustee of the debtor directly or indirectly, to make payment on account of any amount payable as principal or interest on the Senior Lessor Notes, and (iii) the Lease Indenture Trustee actually receives any Excess Amount, as defined below, which reflects any payment by the Equity Investor Owner Participant on account of clause (ii) above, the Lease Indenture Trustee shall, upon obtaining Actual Knowledge thereof or upon written request of the Equity Investor, shall promptly refund to the Equity Investor Owner Participant such Excess Amount. For purposes of this Section 12.216.3, ------------ "Excess Amount" means the amount by which such payment exceeds the amount that which ------------- would have been received by the Lease Indenture Trustee if the Equity Investor Owner Participant had not become subject to the recourse liability referred to in clause (ii) above. Nothing contained in this Section 12.2 16.3 shall prevent the Lease Indenture ------------ Trustee from enforcing any personal recourse obligations (and retaining the proceeds thereof) of the Equity Investor Owner Participant as contemplated by this Participation Agreement (other than those referred to in clause (ii) above). The Indenture Trustee agrees that should the Lessor Estate become a debtor subject to the provisions of the Bankruptcy Code, it shall, upon the written request of the Equity Investor, and provided that the making of the election hereinafter referred to is permitted to be made by it under Applicable Law and will not have any adverse impact on any Noteholder or the Indenture Estate, all as determined by the Equity Investor or the Indenture Trustee, other than as contemplated by the preceding paragraph, make the election referred to in Section 111 1(b)(1)(A)(i) of the Bankruptcy Code or any successor provision if, in the absence of such election, the Indenture Trustee would have recourse against the Equity Investor for the payment of the indebtedness represented by the Senior Notes in circumstances in which such Noteholders or the Indenture Trustee would not have recourse under the Indenture if the Lessor Estate had not become a debtor under the Bankruptcy Code).