Excessive Use Indemnity. In the event that at the end of any Lease Supplement Term: (a) Lessee elects the Sale Option; and (b) after paying to Lessor any amounts due under Section 4.5 of the Lease, including the Proceeds and the Recourse Deficiency Amount or the Applicable Percentage Amount, Lessor does not have sufficient funds to reduce such Lease Supplement Balance to zero, then Lessee shall promptly pay over to Lessor the shortfall unless Lessee delivers a report from an independent Participation Agreement appraiser in form and substance satisfactory to the Required Entities which establishes that the decline in value in the applicable System or Systems subject to such Lease Supplement was not due to the excessive use of any such Systems, failure to maintain any such Systems, modifications or restorations which reduce the value of any such Systems, any adverse change in the environmental condition of any such Systems, or any defect or exception to title to any such System or Systems and any related Equipment.
Excessive Use Indemnity. In the event that at the end of the Lease Term: (a) Lessee elects the Sale Option; and (b) after paying to Agent any amounts due under Section 11.3 of the Lease, Agent does not have sufficient funds to reduce the Lease Balance to zero, then Lessee shall promptly pay over to Agent the shortfall unless Lessee delivers a report from the Appraiser in form and substance satisfactory to the Required Lessors which establishes that the decline in value in each Vehicle which was sold pursuant to the Sale Option from that amount anticipated for such date in the Appraiser's report delivered with respect to such Vehicle on the applicable Delivery Date was not due to extraordinary use, failure to maintain or replace, failure to use, workmanship or method of installation or removal or any other cause or condition within the power of Lessee to control or effect (each an "Excessive Use").
Excessive Use Indemnity. In the event that at the end of the Lease Term: (a) Lessee elects the Remarketing Option; and (b) after paying to Lessor all amounts due under Sections 6.2 and 6.3 of the Lease, including Proceeds and the aggregate Guaranteed Residual Amount, Lessor does not have sufficient funds to reduce the Lease Balance to zero, then Lessee shall promptly pay over to Lessor the shortfall unless Lessee delivers a report from an independent appraiser in form and substance satisfactory to the Required Entities which establishes that the decline in value in the Property from the aggregate amount anticipated for such date in the Appraiser's report delivered with respect to such Property on or about the Acquisition Date was not due to the excessive use of the Property, failure to maintain the Property, modifications or restorations which reduce the value of the Property, any adverse change in the environmental condition of the Property, any easements granted pursuant to Section 8.3 of the Lease or Section 3.4 of the Construction Agency Agreement which reduce the value of the Property, or any defect or exception to title of the Property or any other cause or condition within the power of Lessee to control or affect differing from ordinary wear and tear.
Excessive Use Indemnity. In the event that (a) Deepwater ------------------------ elects the Return Option and (b) after paying to the Charter Trustee all amounts due under Section 20.3 of the Charter, including Net Sales Proceeds and the Residual Guarantee Amount, the Charter Trustee has not received sufficient funds to reduce the Certificate Purchaser Balance to zero, then Deepwater shall deliver a report from an independent appraiser acceptable to the Required Certificate Purchasers establishing whether or not the decline in the fair market value of the Drillship from the anticipated fair market value of the Drillship as of the Scheduled Charter Expiration Date in the Appraiser's report delivered pursuant to Section 3.2(f) was due to wear and tear on the Drillship in excess of ordinary wear and tear. Deepwater shall pay to the Charter Trustee promptly after receipt of such report an amount equal to the amount, if any, of the decline in the fair market value of the Drillship that the appraiser has attributed to such excess wear and tear; provided, however, that the amount owed by Deepwater pursuant to this Section 6.8 shall in no event exceed the amount of funds necessary to reduce the Certificate Purchaser Balance to zero and to pay all accrued and unpaid Certificate Return after Deepwater's payment of all amounts due under Section 20.3 of the Charter. The appraiser's determination shall be absolute and final and not contested by any of the parties hereto, absent manifest error.
Excessive Use Indemnity. In the event that at the end of the Lease Term: (a) Lessee elects the Sale Option and (b) after paying to Agent any amounts due under Section 9.1(b) of the Lease, Proceeds and the Applicable Percentage Amount, the Lease Balance shall not have been reduced to zero, then Lessee shall promptly pay over to Agent the shortfall unless Lessee delivers a report from an independent appraiser in form and substance satisfactory to the Required Participants which establishes that the decline in value in the Units from the aggregate amount anticipated for such date in the Appraiser's report delivered with respect to each Unit on the Delivery Date was not due to the excessive use of any Unit, failure to maintain any Unit, modifications or alteration which reduce the value of any Unit, any adverse change in the environmental condition of any Unit, any defect or exception to title of any Unit or any other cause or condition within the power of Lessee to control or affect, differing from ordinary wear and tear.
Excessive Use Indemnity. In the event that at the end of the Lease Term as to any Schedule: (a) Lessee elects the Sale Option; and (b) after paying to Lessor any amounts due under Paragraph 1 of the Appendix of the Lease, Proceeds and the Sale Recourse Amount, Lessor does not have sufficient funds to reduce the applicable Schedule Balance to zero, then Lessee shall promptly pay over to Lessor the shortfall unless Lessee delivers a report from the Appraiser in form and substance satisfactory to the Lessor which establishes that the decline in value in each Unit which was sold pursuant to the Sale Option from that amount anticipated for such date in the Appraiser's report delivered with respect to such Unit on the applicable Delivery Date was not due to extraordinary use, failure to maintain or replace, failure to use, workmanship or method of installation or removal or any other cause or condition within the power of Lessee to control or effect (each an "EXCESSIVE USE").
Excessive Use Indemnity. 41 7.5 Indemnification of Trust Company . . . . . . . . . . . . . . . . 41 ARTICLE 8
Excessive Use Indemnity. In the event that at the end of the Base Period: (a) the Lessee elects the Sale Option; and (b) after paying to the Trustee Periodic Rent then due and payable, Proceeds and the Sale Recourse Amount, the Trustee does not have sufficient funds to make all payments then due on the Certificates, then the Lessee shall promptly pay over to the Trustee the shortfall unless and to the extent that the Lessee delivers a report from the Appraiser in form and substance satisfactory to the Holders which establishes that the decline in value in the Equipment from that anticipated for such date in the Final Appraisal was not due to extraordinary use, failure to maintain or replace, failure to use, workmanship or method of installation or removal or any other cause or condition within the power of the Lessee to control or effect.
Excessive Use Indemnity. In the event that at the end of the Lease Term: (a) Lessee elects the Sale Option; and (b) after paying to Trustee, for the benefit of the Certificate Purchasers, any Rent then due and payable, Proceeds and the Sale Recourse Amount, Trustee does not have sufficient funds to make all payments then due on the Certificates, then Lessee shall promptly pay over to Trustee, for the benefit of the Certificate Purchasers, the shortfall. In the event Lessee is required to pay any shortfall pursuant to the preceding sentence, Trustee shall, at Xxxxxx's expense, engage an appraiser of nationally recognized standing reasonably acceptable to the Required Certificate Purchasers to determine (by appraisal methods acceptable to the Required Certificate Purchasers in their sole discretion) the Appraised Value of the Equipment as of the last day of the Lease Term. Unless (and to the extent) such appraisal reflects that the decline in value in the Equipment from that anticipated for such date (as set forth in the original Appraisal delivered with respect to the Equipment on the applicable Delivery Date(s) therefor) was due to excessive or extraordinary use, failure to maintain or replace, failure to use, workmanship or method of installation or removal or any other cause or condition within the power of Lessee to control or affect (any of the foregoing constituting an "Excessive Use Occurrence"), Lessee shall be entitled to a refund (and the Certificate of Purchasers agree to promptly remit any such refund to Lessee) of that portion of the shortfall previously paid by Lessee NOT due to an Excessive Use Occurrence.
Excessive Use Indemnity. If at the end of the Lease Term: ----------------------- (a) Lessee elects the Sale Option; and (b) after paying to Lessor all amounts due under Section 9.1, including Proceeds and the aggregate Sale Recourse ----------- Amount, Lessor does not have sufficient funds to reduce the Lease Balance to zero, then Lessee shall promptly pay over to Lessor the shortfall unless Lessee delivers a report from an independent appraiser in form and substance reasonably satisfactory to the Required Certificate Purchasers which establishes that the decline in value in the Leased Property from the aggregate amount anticipated for such date in the Appraiser's report delivered with respect to the Leased Property on or about the Initial Advance Date was not due to the excessive use of the Facility or the Leased Property, failure to maintain the Facility or the Leased Property, modifications or restorations which reduce the value of the Facility or the Leased Property, any adverse change in the environmental condition of the Facility or the Leased Property, any easements created on the Leased Property after the Initial Advance Date which reduce the value of the Facility or the Leased Property, or any defect or exception to title of the Facility or the Leased Property or any other cause or condition within the power of Lessee to control or affect, differing from ordinary wear and tear.
