Cross-Border Leases Sample Clauses
Cross-Border Leases. With respect to all Cross-Border ------------------- Leases with respect to which all necessary consents for their assignment have been delivered, at Closing Purchaser shall assume Seller's obligations, and Seller shall assign to Purchaser all of Seller's rights (including security interests) pursuant to assignment agreements (the "Cross-Border Lease ------------------ Assumptions") on substantially the terms and conditions attached hereto as ----------- Exhibit H-1 and otherwise in form and substance reasonably satisfactory to Seller and Purchaser. In connection with each Cross-Border Lease Assumption, Seller shall, or shall cause its relevant affiliates to, and Purchase shall, or shall cause its designated affiliates to, enter into a Cross-Indemnity Agreement substantially on the terms and conditions set forth in Exhibit H-2 and otherwise in form and substance reasonably satisfactory to Seller and Purchaser (a "Cross-Border Indemnity Agreement"). Each Cross-Border Lease Assumption and -------------------------------- Cross-Border Indemnity Agreement is an "Ancillary Agreement" hereunder. Seller ------------------- shall (at its own expense) either cause all necessary consents for the assignment of each Cross-Border Lease to Purchaser (with no additional obligations or restrictions arising as a result of such transfer) or terminate such Cross-Border Lease and cause title to the subject assets to be transferred to Purchaser at Closing in accordance herewith, not subject to any Liens. Purchaser will (at its own expense), to the extent reasonably requested by Seller, cooperate with Seller in obtaining the necessary consents to the assignment.
Cross-Border Leases. 9.7.1 During the period prior to the Closing Date, the Sellers and REPGB will meet periodically to discuss possible mechanisms for the Purchaser to eliminate or reduce the obligation of REPGB to post letters of credit under its Cross Border Leases, including the possibility of seeking consents, waivers or amendments to the terms of the Cross Border Leases.
9.7.2 The Sellers will cooperate, to the extent reasonable, in arranging for the Purchaser to contact investors under the Cross Border Leases for this purpose; provided, however, that (i) the Purchaser will reimburse the Sellers for any reasonable costs and reasonable expenses incurred by the Sellers directly pursuant to a request of the Purchaser in connection with this undertaking, (ii) none of the Sellers are under any obligation to enter into any agreement or undertake any other action that Sellers could reasonably impose upon REPGB a risk of liability and (iii) Sellers are not under any obligation to assume any liability regarding the Cross Border Leases after the Closing Date as part of this undertaking (except as otherwise provided expressly under this Agreement).
Cross-Border Leases. To the extent applicable, the Transit Provider agrees to comply with FTA Circular 7020.1, "Cross-Border Leasing Guidelines," April 26, 1990, in connection with the acquisition of capital assets involving a cross-border lease.