Common use of Release of Lien Clause in Contracts

Release of Lien. At the same time as (a) any Contract in the Asset Pool expires by its terms and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (b) any Contract becomes a Prepaid Contract and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in respect thereof have been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise in accordance with the Purchase Agreement or this Agreement, (f) any Contract has been sold pursuant to this Agreement, or (g) the earliest to occur of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Date, the Trustee, on behalf of the Secured Parties, shall automatically and without further action, be deemed to release its Lien thereon and to transfer to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such sale.

Appears in 2 contracts

Samples: Note Purchase Agreement (NewStar Financial, Inc.), Note Purchase Agreement (NewStar Financial, Inc.)

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Release of Lien. At the same time as (a) any Contract in the Asset Pool expires by its terms and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (b) any Contract becomes a Prepaid Contract and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in respect thereof have been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise in accordance with the Purchase Agreement or this Agreement, (f) any Contract has been sold pursuant to this Agreement, or (g) the earliest to occur of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Date, the TrusteeThe Junior Agent, on behalf of the Secured PartiesJunior Creditors, shall automatically and without further action, be deemed to release its Lien thereon and to transfer at any time in connection with any Collateral Sale: (i) upon the request of the Senior Agent with respect to the Borrower Collateral subject to such Collateral Sale, release or otherwise terminate its Liens on such Collateral (and/or, in the case of a Collateral Sale consisting of the sale or its assignee, as applicable), free and clear disposition of any Lien created pursuant to this Agreement, Collateral constituting all of the rightequity interests of any Subsidiary Guarantor, title and interest of release such Subsidiary Guarantor from its obligations under the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunderrelevant Documents); provided, that to the Trusteeextent the Senior Agent or any Senior Lender retains a Lien on any proceeds of such Collateral or the Senior Debt is Finally Paid, for the benefit Junior Agent, on behalf of the Secured PartiesJunior Creditors, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 may retain a Lien with respect to the proceeds of such Collateral (except on proceeds used to repay the Senior Debt) which is subordinated to the Lien retained by the Senior Agent or such Senior Lender if the Senior Debt has not been Finally Paid, and (ii) promptly deliver such terminations of financing statements, partial lien releases, mortgage satisfactions and discharges, endorsements, assignments or other instruments of transfer, termination or release (collectively, “Release Documents”) and take such further actions as the Senior Agent shall reasonably require in order to release and/or terminate such Junior Agent’s Liens on the Collateral (or release such Subsidiary Guarantor in accordance with the foregoing subsection (i)) subject to such Collateral Sale; provided, that if the closing of the Disposition of the Collateral is not consummated within 10 days from the proposed closing date or any agreement governing such saleCollateral Sale is terminated by any of the parties thereto, the Senior Agent shall, upon the Junior Agent’s request, promptly return all Release Documents to the Junior Agent.

Appears in 2 contracts

Samples: Subordination and Intercreditor Agreement, Subordination and Intercreditor Agreement (e.l.f. Beauty, Inc.)

Release of Lien. At If, when any of the same time Bonds shall have become due and payable in accordance with their terms or otherwise as provided in this Indenture or shall have been duly called for redemption or irrevocable instructions to call such Bonds for redemption shall have been given by the Issuer to the Trustee, the whole amount of the principal and the interest and the premium, if any, so due and payable upon such Bonds shall be paid or sufficient cash or Government Obligations non-callable by the issuer thereof, the principal of and the interest on which when due will provide, without investment or reinvestment, sufficient cash, shall be held by the Trustee or the paying agents for such purpose under the provisions of this Indenture, then and in that case such Bonds shall cease to be secured by the lien of this Indenture, and the Trustee in such case, on demand of the Issuer or the Company, shall release the lien of this Indenture with respect to such Bonds and shall execute such documents to evidence such release as may be reasonably required by the Issuer or the Company; provided, however, that in the event Government Obligations shall be deposited with and held by the Trustee or the paying agents as hereinabove provided, then in addition to the requirements set forth in Article III of this Indenture, the Trustee shall within thirty (30) days after such Government Obligations shall have been deposited with it cause a notice signed by it to be published once in a daily newspaper or financial journal having a general circulation in the financial community in the Borough of Manhattan, City and State of New York, setting forth (a) any Contract in the Asset Pool expires by its terms and all amounts in respect thereof have been paid by date designated for the related Lessee and deposited in the Collection Accountredemption of such Bonds, (b) any Contract becomes a Prepaid Contract description of the Government Obligations so held by it and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in that the lien of this Indenture with respect thereof have to such Bonds has been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise released in accordance with the Purchase Agreement provisions of this Section. All moneys and obligations held by the Trustee or this Agreement, (f) any Contract has been sold the paying agents pursuant to this AgreementSection shall be held in trust and applied to the payment, or (g) when due, of the earliest to occur principal of, premium, if any, and interest on such Bonds. Notwithstanding the satisfaction and discharge of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Datethis Indenture, the Trustee, on behalf rights of the Secured PartiesTrustee under Sections 9.02, 9.05 and 9.06 hereof, the obligations of the Trustee under Sections 5.04, 5.06 and 5.07 hereof and the obligations of the Company under Section 6.02 hereof, shall automatically and without further actionsurvive, be deemed to release its Lien thereon and to transfer anything in this Indenture to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such salecontrary notwithstanding.

Appears in 1 contract

Samples: Gulf Power Co

Release of Lien. At If, when any of the same time Bonds shall have become due and payable in accordance with their terms as provided in this Indenture or shall have been duly called for redemption or irrevocable instructions to call such Bonds for redemption shall have been given by the Issuer to the Trustee, the whole amount of the principal, redemption premium, if any, and interest so due and payable upon such Bonds shall be paid or sufficient cash or Government Obligations non-callable by the issuer thereof, the principal of and the interest on which when due will provide, without investment or reinvestment, sufficient cash, shall be held by the Trustee or the paying agents for such purpose under the provisions of this Indenture, then and in that case such Bonds shall cease to be secured by the lien of this Indenture, and the Trustee in such case, on demand of the Issuer or the Company and at the direction of the Company, shall release the lien of this Indenture with respect to such Bonds and shall execute such documents to evidence such release as may be reasonably required by the Issuer or the Company; provided, however, that in the event Government Obligations shall be deposited with and held by the Trustee or the paying agents as hereinabove provided, then in addition to the requirements set forth in Article III of this Indenture, the Trustee shall within thirty (30) days after such Government Obligations shall have been deposited with it cause a notice signed by it to be published once in a daily newspaper or financial journal having a general circulation in the financial community in the Borough of Manhattan, City and State of New York, setting forth (a) any Contract in the Asset Pool expires by its terms and all amounts in respect thereof have been paid by date designated for the related Lessee and deposited in the Collection Accountredemption of such Bonds, (b) any Contract becomes a Prepaid Contract description of the Government Obligations so held by it and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in that the lien of this Indenture with respect thereof have to such Bonds has been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise released in accordance with the Purchase Agreement provisions of this Section. All moneys and obligations held by the Trustee or this Agreement, (f) any Contract has been sold the paying agents pursuant to this AgreementSection shall be held in trust and applied to the payment, or (g) when due, of the earliest to occur principal of, redemption premium, if any, and interest on such Bonds. Notwithstanding the satisfaction and discharge of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Datethis Indenture, the Trustee, on behalf rights of the Secured PartiesTrustee under Sections 9.02, 9.05 and 9.06 hereof, the obligations of the Trustee under sections 5.04, 5.06 and 5.07 hereof and the obligations of the Company under Section 6.02 hereof, shall automatically and without further actionsurvive, be deemed to release its Lien thereon and to transfer anything in this Indenture to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such salecontrary notwithstanding.

Appears in 1 contract

Samples: Depositary Agreement (System Energy Resources Inc)

Release of Lien. At the same time as (a) Notwithstanding anything contained in any Contract of the Lender Documents, any provision of the UCC or any UCC Financing Statement of record, or any applicable law, the Agent, the Servicing Agent and the Lenders hereby agree that, upon the Transfer of any interest in any Receivable (or portion thereof) (1) as described in any Seller Transfer Report acknowledged by the Agent (which acknowledgment may only be withheld by the Agent to the extent that the Transfer of such Receivables would cause an Event of Default (provided that such acknowledgment may be conditioned on the receipt by the Servicing Agent of cash in an amount equal to any Borrowing Base Deficiency that may result from such Transfer) and upon which acknowledgment the Seller and the Trustee may conclusively rely in determining the authority of the Company to make such Transfer of such Purchased Assets covered by such Seller Transfer Report) or (2) which was otherwise Transferred to the Seller and did not result in a positive Borrowing Base Deficiency (after giving effect to the disposition and application of the aggregate "Purchase Price" (as such term is defined in the Asset Pool expires by its terms Seller Purchase Agreement) (any such Transfer in either case being a "Permitted Transfer"), together with the Related Property and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection AccountCollections relating thereto, (b) any Contract becomes a Prepaid Contract and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in respect thereof have been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty Seller pursuant to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise in accordance with the Seller Purchase Agreement or this Agreement, (fi) any Contract has been sold pursuant to this Agreementand all Liens and/or other claims or interest in favor of the Agent, the Servicing Agent or (g) any of the earliest to occur Lenders in such Purchased Assets shall be released, terminated and of (i) no further force or effect, in each case, without any further action on the Optional Prepayment Date pursuant to Section 2.5(a)part of the Seller, the Company or the Trustee and (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full DateAgent, the TrusteeLenders and the Servicing Agent shall cease to have any further rights, on behalf title or interests in any such Purchased Assets and, without limiting the foregoing, such Purchased Assets shall not be part of the Secured Parties, shall automatically and without further action, be deemed to release its Lien thereon and to transfer to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such saleCollateral.

Appears in 1 contract

Samples: Collateral Trust and Intercreditor Agreement (Wentworth J G & Co Inc)

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Release of Lien. At Lender agrees that in the same time as event that (a) any Contract Lease is paid in the Asset Pool expires by its terms and all amounts in respect thereof have been paid full by the related Lessee Obligor and deposited in such payments (including any Deemed Collections) are not less than the Collection AccountRelease Price with respect to such Lease, or (b) the Lender has received from a Borrower the Release Price in accordance with Section 2.5(c) with respect to any Contract becomes Lease for which a Prepaid Contract and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection AccountBorrower is entitled or required to obtain a release, or (c) any Hedge Lease shall cease to be a Lease hereunder as a result of a Substitution, Lender’s Lien arising under this Agreement terminates by its terms in such Lease and the Related Security, including the Related Equipment, shall be released, and, upon Payment in Full of all amounts in respect thereof have been paid in full byof the Obligations, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited Lender’s Lien in the Collection AccountCollateral shall be released. Lender shall, at the applicable Borrower’s expense and request, promptly execute and deliver to such Borrower such instruments as are necessary to evidence such release. With respect to any Lease for which a Lien release is requested in a Monthly Servicing Report that is timely delivered pursuant to Section 7.1(a)(ii) to Lender, (d1) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator Borrowers shall be entitled to execute and deliver such documents and instruments in connection with a Warranty Event release of a Lien on any Related Security, including the Related Equipment, at any time after the Settlement Date immediately following delivery of such Monthly Servicing Report, unless the Designated Representative has received notice from Lender disapproving such release on or otherwise before such Settlement Date, and (2) Lender shall deliver to the Designated Representative by not later than the last day of the calendar month (or, if not a Business Day, the immediately following Business Day), after the receipt of such Monthly Servicing Report, each related Lease File then in accordance Lender’s possession. Lender agrees to cooperate with the Purchase Agreement or this Agreementapplicable Borrower, (f) any Contract has been sold pursuant to this Agreement, or (g) at the earliest to occur of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Date, the Trustee, on behalf request of the Secured Parties, shall automatically and without further action, be deemed to release its Lien thereon and to transfer to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, inDesignated Representative, to expedite Lender’s delivery of instruments and under such Assets or Hedge Agreement, as applicable. In documents to be delivered by it in connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be Lien released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in under this Section 9.2 shall diminish the Servicerif, in Lender’s obligations pursuant reasonable discretion, it would not be burdensome on Lender to Section 6.6 with respect to the proceeds of any such saledo so.

Appears in 1 contract

Samples: Loan Agreement (Federal Signal Corp /De/)

Release of Lien. At the same time as (a) Notwithstanding anything contained in any Contract in of the Asset Pool expires by its terms and all amounts in respect thereof have been paid by Lender Documents, any provision of the related Lessee and deposited in the Collection AccountUCC or any UCC Financing Statement of record, (b) or any Contract becomes a Prepaid Contract and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in respect thereof have been paid in full by, as applicableapplicable law, the Borrower Agent, the Servicing Agent and the Lenders hereby agree that, upon the Transfer of any interest in any Receivable (or portion thereof), or any other Purchased Asset together with the Related Property and Collections relating thereto, either to the Hedge Counterparty or by the related Hedge Counterparty Trust Seller pursuant to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise in accordance with the June 13 Seller Purchase Agreement or this to the Issuer pursuant to the Issuer Purchase Agreement (1) as described in any Seller Transfer Report or Issuer Transfer Report acknowledged by the Agent (which acknowledgment may only be withheld by the Agent to the extent that the Transfer of such Receivables would cause an Event of Default under the Credit Agreement (provided that such acknowledgment may be conditioned on the receipt by the Servicing Agent of cash in an amount equal to any Borrowing Base Deficiency that may result from such Transfer) and upon which acknowledgment the Trust Seller, the Issuer and the applicable Trustee may conclusively rely in determining the authority of the Seller to make such Transfer covered by such Transfer Report (it being agreed and understood that such acknowledgment by the Agent shall constitute conclusive proof that such Transfer is a "Permitted Transfer" (as defined below)) or (2) which was otherwise Transferred to the Trust Seller or the Issuer and did not result in a positive Borrowing Base Deficiency (after giving effect to the disposition and application of the aggregate "Purchase Price" (as such term is defined in the applicable Purchase Agreement), (f) any Contract has been sold pursuant to this Agreementsuch Transfer in either case being a "Permitted Transfer"), or (g) the earliest to occur of (i) any and all Liens and/or other claims or interest in favor of the Optional Prepayment Date pursuant to Section 2.5(a)Agent, the Servicing Agent or any of the Lenders in such Purchased Assets shall be released, terminated and of no further force or effect, in each case, without any further action on the part of any Person, and (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full DateAgent, the TrusteeLenders and the Servicing Agent shall cease to have any further rights, on behalf title or interests in any such Purchased Assets and, without limiting the foregoing, such Purchased Assets shall not be part of the Secured Parties, shall automatically and without further action, be deemed to release its Lien thereon and to transfer to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such saleCollateral.

Appears in 1 contract

Samples: Collateral Trust and Intercreditor Agreement (Wentworth J G & Co Inc)

Release of Lien. At If, when any of the same time Bonds shall have become due and payable in accordance with their terms as provided in this Indenture or shall have been duly called for redemption or irrevocable instructions to call such Bonds for redemption shall have been given by the Issuer to the Trustee, the whole amount of the principal and the interest and the redemption premium, if any, so due and payable upon such Bonds shall be paid or sufficient cash or Government Obligations non- callable by the issuer thereof, the principal of and the interest on which when due will provide, without investment or reinvestment, sufficient cash, shall be held by the Trustee or the paying agents for such purpose under the provisions of this Indenture, then and in that case such Bonds shall cease to be secured by the lien of this Indenture, and the Trustee in such case, on demand of the Issuer or the Company, shall release the lien of this Indenture with respect to such Bonds and shall execute such documents to evidence such release as may be reasonably required by the Issuer or the Company; provided, however, that in the event Government Obligations shall be deposited with and held by the Trustee or the paying agents as hereinabove provided, then in addition to the requirements set forth in Article III of this Indenture, the Trustee shall within thirty (30) days after such Government Obligations shall have been deposited with it cause a notice signed by it to be published once in a daily newspaper or financial journal having a general circulation in the financial community in the Borough of Manhattan, City and State of New York, setting forth (a) any Contract in the Asset Pool expires by its terms and all amounts in respect thereof have been paid by date designated for the related Lessee and deposited in the Collection Accountredemption of such Bonds, (b) any Contract becomes a Prepaid Contract description of the Government Obligations so held by it and all amounts in respect thereof have been paid by the related Lessee and deposited in the Collection Account, (c) any Hedge Agreement terminates by its terms and all amounts in that the lien of this Indenture with respect thereof have to such Bonds has been paid in full by, as applicable, the Borrower to the Hedge Counterparty or by the related Hedge Counterparty to the Borrower and deposited in the Collection Account, (d) any Contract is repurchased or replaced in accordance with Section 2.17, (e) any Contract is repurchased by the Originator in connection with a Warranty Event or otherwise released in accordance with the Purchase Agreement provisions of this Section. All moneys and obligations held by the Trustee or this Agreement, (f) any Contract has been sold the paying agents pursuant to this AgreementSection shall be held in trust and applied to the payment, or (g) when due, of the earliest to occur principal of, redemption premium, if any, and interest on such Bonds. Notwithstanding the satisfaction and discharge of (i) the Optional Prepayment Date pursuant to Section 2.5(a), (ii) the Optional Sale Date pursuant to Section 2.18 and (iii) the Paid-in-Full Datethis Indenture, the Trustee, on behalf rights of the Secured PartiesTrustee under Sections 9.02, 9.05 and 9.06 hereof, the obligations of the Trustee under sections 5.04, 5.06 and 5.07 hereof and the obligations of the Company under Section 6.02 hereof, shall automatically and without further actionsurvive, be deemed to release its Lien thereon and to transfer anything in this Indenture to the Borrower (or its assignee, as applicable), free and clear of any Lien created pursuant to this Agreement, all of the right, title and interest of the Trustee, for the benefit of the Secured Parties, in, to and under such Assets or Hedge Agreement, as applicable. In connection with any such release of Lien, the Trustee, for the benefit of the Secured Parties, will after or upon the deposit by the Servicer of the amounts required hereunder in connection therewith into the Collection Account, at the expense of the initial Servicer or the Borrower, execute and deliver to the Servicer any assignments, bills of sale, termination statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of the Assets then required to be released hereunder; provided, that the Trustee, for the benefit of the Secured Parties, will make no representation or warranty, express or implied, with respect to any such Equipment in connection with such sale or transfer and assignment. Nothing in this Section 9.2 shall diminish the Servicer’s obligations pursuant to Section 6.6 with respect to the proceeds of any such salecontrary notwithstanding.

Appears in 1 contract

Samples: System Energy Resources Inc

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