Common use of Original Leases Clause in Contracts

Original Leases. Following the Delivery Date with respect to a Lease (or, in the case of a Future Lease, the date of origination of such Future Lease), the Issuer will cause the Servicer to retain and maintain possession and control of an original or a copy of the relevant Lease, if any, provided that if any Lease is on a Mixed Rider and the Servicer is required to deliver such Lease to a secured party in respect of railcars subject to such Lease that are not Portfolio Railcars, the Servicer may deliver such Lease to the other secured party with a letter in the Servicer’s customary form advising such other secured party that (x) the applicable Portfolio Railcars, the Lease and the benefit thereof insofar as it relates to such Portfolio Railcars, have been pledged to the Indenture Trustee, (y) delivery of such Lease does not constitute a purchase of such Lease by the recipient secured party, nor does it constitute or evidence any assignment or transfer of rights thereto to the recipient secured party, insofar as it relates to the Portfolio Railcars and (z) notwithstanding such delivery of such Lease, the Indenture Trustee does not sell, transfer, assign, waive or subordinate in any respect its security interest in the applicable Portfolio Railcars or such Lease or any other property pledged to it. Without limiting the generality of the foregoing and by way of perfecting the Indenture Trustee’s security interest in certain collateral, including the Chattel Paper relating to any Lease, if any, the Issuer will (i) execute and deliver to the Indenture Trustee, on behalf of the Secured Parties, such financing or continuation statements or continuation statements in lieu, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as the Indenture Trustee may reasonably request, in order to perfect and preserve the pledge, transfer, assignment and Security Interests granted or purported to be granted hereby, (ii) if any Collateral shall be evidenced by a promissory note or other instrument, deliver and pledge to the Indenture Trustee, on behalf of the Secured Parties, such note or instrument, duly indorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably necessary to protect such pledge, and (iii) deliver to the Indenture Trustee, on behalf of the Secured Parties, promptly upon receipt thereof all instruments representing or evidencing any of the Collateral, duly endorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably necessary to effect such transfer.

Original Leases. Following the Delivery Date with respect to a Lease (or, in the case of a Future Lease, the date of origination of such Future Lease), the Issuer will cause the Servicer to retain and maintain possession and control of an original or a copy of the relevant Lease, if any, provided that if any Lease is on a Mixed Rider and the Servicer is required to deliver such Lease to a secured party in respect of railcars subject to such Lease that are not Portfolio Railcars, the Servicer may deliver such Lease to the other secured party with a letter in the Servicer’s customary form advising such other secured party that (x) the applicable Portfolio Railcars, the Lease and the benefit thereof insofar as it relates to such Portfolio Railcars, have been pledged to the Indenture Trustee, (y) delivery of such Lease does not constitute a purchase of such Lease by the recipient secured party, nor does it constitute or evidence any assignment or transfer of rights thereto to the recipient secured party, insofar as it relates to the Portfolio Railcars and (z) notwithstanding such delivery of such Lease, the Indenture Trustee does not sell, transfer, assign, waive or subordinate in any respect its security interest in the applicable Portfolio Railcars or such Lease or any other property pledged to it. Without limiting the generality of the foregoing and by way of perfecting the Indenture Trustee’s security interest in certain collateral, including the Chattel Paper relating to any Lease, if any, the Issuer will (i) execute and deliver to the Indenture Trustee, on behalf of the Secured Parties, such financing or continuation statements or continuation statements in lieu, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as the Indenture Trustee may reasonably request, in order to perfect and preserve the pledge, transfer, assignment and Security Interests granted or purported to be granted hereby, (ii) if any Collateral shall be evidenced by a promissory note or other instrument, deliver and pledge to the Indenture Trustee, on behalf of the Secured Parties, such note or instrument, duly indorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably [Master Indenture] necessary to protect such pledge, and (iii) deliver to the Indenture Trustee, on behalf of the Secured Parties, promptly upon receipt thereof all instruments representing or evidencing any of the Collateral, duly endorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably necessary to effect such transfer.

Original Leases. Following the Delivery Date with respect to a Lease (or, in the case of a Future Lease, the date of origination of such Future Lease), the Issuer will cause the Servicer to retain and maintain possession and control of an original or a copy of the relevant Lease, if any, provided that if any Lease is on a Mixed Rider and the Servicer is required to deliver such Lease to a secured party in respect of railcars subject to such Lease that are not Portfolio Railcars, the Servicer may deliver such Lease to the other secured party with a letter in the Servicer’s customary form advising such other secured party that (x) the applicable Portfolio Railcars, the Lease and the benefit thereof insofar as it relates to such Portfolio Railcars, have been pledged to the Indenture Trustee, (y) delivery of such Lease does not constitute a purchase of such Lease by the recipient secured party, nor does it constitute or evidence any assignment or transfer of rights thereto to the recipient secured party, insofar as 95 it relates to the Portfolio Railcars and (z) notwithstanding such delivery of such Lease, the Indenture Trustee does not sell, transfer, assign, waive or subordinate in any respect its security interest in the applicable Portfolio Railcars or such Lease or any other property pledged to it. Without limiting the generality of the foregoing and by way of perfecting the Indenture Trustee’s security interest in certain collateral, including the Chattel Paper relating to any Lease, if any, the Issuer will (i) execute and deliver to the Indenture Trustee, on behalf of the Secured Parties, such financing or continuation statements or continuation statements in lieu, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as the Indenture Trustee may reasonably request, in order to perfect and preserve the pledge, transfer, assignment and Security Interests granted or purported to be granted hereby, (ii) if any Collateral shall be evidenced by a promissory note or other instrument, deliver and pledge to the Indenture Trustee, on behalf of the Secured Parties, such note or instrument, duly indorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably necessary to protect such pledge, and (iii) deliver to the Indenture Trustee, on behalf of the Secured Parties, promptly upon receipt thereof all instruments representing or evidencing any of the Collateral, duly endorsed or accompanied by duly executed instruments of transfer or assignment in blank and undated, all in form and substance reasonably necessary to effect such transfer.