Substitute Collateral Clause Samples

Substitute Collateral. With prior written consent of Bank, other Collateral may be substituted for the original Collateral herein in which event all rights, duties, obligations, remedies and security interests provided for, created or granted shall apply fully to such substitute Collateral. INSPECTION, BOOKS AND RECORDS. Debtor will at all times keep accurate and complete records covering each item of Collateral, including the proceeds therefrom. Bank, or any of its agents, shall have the right, at intervals to be determined by Bank and without hindrance or delay, to inspect, audit, and examine the Collateral and to make extracts from the books, records, journals, orders, receipts, correspondence and other data relating to Collateral, Debtor's business or any other transaction between the parties hereto. Debtor will at its expense furnish Bank copies thereof upon request. CROSS COLLATERALIZATION LIMITATION. As to any other existing or future consumer purpose loan made by Bank to Debtor, within the meaning of the Federal Consumer Credit Protection Act, Bank expressly waives any security interest granted herein in Collateral that Debtor uses as a principal dwelling and household goods. ATTORNEYS' FEES AND OTHER COSTS OF COLLECTION. Debtor shall pay all of Bank's reasonable expenses incurred in enforcing this Agreement and in preserving and liquidating Collateral, including but not limited to, reasonable arbitration, paralegals', attorneys' and experts' fees and expenses, whether incurred without the commencement of a suit, in any trial, arbitration, or administrative proceeding, or in any appellate or bankruptcy proceeding.

Substitute Collateral. With the passage of time, the Property may no longer be suitable for the Program, and it might be necessary for the Agency to secure an alternate property for the Program. Consequently, if the Agency notifies the County that it wishes to purchase another property in Boulder County to replace the Property, and the County determines in its sole discretion that the new Property is sufficient to protect the County’s interests, the County will release the Deed of Trust recorded against the Property and the Parties will replace such instrument with a new deed of trust or other security instrument acceptable to the County in its sole discretion, to be recorded against the substitute property to secure the Agency’s obligations through the remainder of the Funding Agreement Term. Notwithstanding anything to the contrary herein, the Agency may assign its rights and obligations under this Funding Agreement pursuant to §25(A).

Substitute Collateral. A Holder may have the OP Units and/or REIT Shares that are subject to the Indemnification Holdback Escrow and/or the Transfer Tax Indemnity released by Agent by posting either (i) cash collateral or (ii) a letter of credit in form and substance acceptable to the applicable PGI Party (“Substitute Collateral”). (i) Any Substitute Collateral posted with respect to the Indemnification Holdback Escrow shall be (i) posted with Agent pursuant to the Escrow Agreement; (ii) be in an amount equal to all or a portion of the IPO Consideration such Holder seeks to have released from escrow and (iii) the number of REIT Shares and/or OP Units that shall be released shall be equal to (x) the amount of the Substitute Collateral posted divided by (y) the Value of a REIT Share on the date Agent receives the Substitute Collateral, rounded up to the nearest whole number. (ii) Any Substitute Collateral posted with respect to the transfer tax indemnity shall be (i) posted with the applicable PGI Party; and (ii) in an amount equal to 100% of the Holder’s share of the indemnification obligations for transfer tax payment that would be payable upon the transfer of such Holder’s REIT Shares and/or OP Units prior to the expiration of the applicable transfer tax indemnity period as reasonably determined by such PGI Party; and after the posting of such Substitute Collateral, all of such Holder’s REIT Shares and/or OP Units shall be released by Agent from the applicable Restrictive Legend.

Substitute Collateral. With the prior written consent of the Secured Party, other Collateral may be substituted for the original Collateral herein in which event all rights, duties, obligations, remedies and security interests provided for, created or granted hereunder shall apply fully to such substitute Collateral.

Substitute Collateral. The Company may, at its option, obtain a release of any of the Collateral constituting Equipment by subjecting other Equipment used or to be used in the business of the Company to the Lien of any Security Document or a similar instrument in place of and in exchange for any of the Collateral to be released, if such substitute Equipment has a fair value equal to or greater than the Collateral to be released ("Substitute Collateral"), upon presentation to the Trustee of the following documents: (a) an application of the Company requesting such substitution of Substitute Collateral and describing the property to be so released and the property to be substituted therefor; (b) the resolutions, certificates, opinions and other statements required by the provisions of Section 10.4 (other than Section 10.4(b)(1)), as applicable, in respect of any of the Collateral to be released; (c) an Officers' Certificate, also signed by an Independent Appraiser, stating in substance the Fair Market Value, in the opinion of the signers, of the Substitute Collateral and the Collateral to be released; (d) an instrument or instruments in recordable form sufficient for the Lien of the Security Documents to cover the Substitute Collateral; (e) an Opinion of Counsel stating that the Lien of the Security Documents constitutes a valid and perfected Lien on such Substitute Collateral and an opinion of Counsel in the jurisdiction in which the Substitute Collateral is located substantially in the form of the local counsel opinions delivered on the Closing Date and otherwise in form and substance satisfactory to the Trustee with respect to the documents executed and delivered by the Company and the Substitute Collateral encumbered thereby; 150 (f) an Officers' Certificate of the Company stating that (i) any specific exceptions to such Lien are Liens of the character which were permitted to be Prior Liens under the Security Documents with respect to the Collateral being replaced by such Substitute Collateral and (ii) the Fair Market Value of all Collateral released pursuant to this Section 10.5 during the then current calendar year does not exceed in the aggregate $10,000,000; and (g) evidence of payment or a closing statement indicating payments to be made by the Company of all filing fees, recording charges, transfer taxes and other costs and expenses, including reasonable legal fees and disbursements of counsel for the Trustee (and any local counsel) that may be incurred to validly and ef...

Substitute Collateral. During a Withdrawal Period, the Company ---------------------- will be entitled to request the withdrawal of the 2008 TV Azteca Pledged Shares, 2008 Net Unefon Sale Proceeds consisting of Permitted Securities or 2008 Unefon Pledged Shares, in whole or in part, by substituting therefor, with the applicable 2008 Collateral Agent, cash or U.S. Government Obligations (together with any 2008 Net Unefon Sale Proceeds consisting of cash or Cash Equivalents remaining subject to the 2008 Collateral Pledge after a Unefon Sale Proceeds Release, the "Substitute Collateral"); provided that the Company will be required to certify to the Trustee that, after giving effect to the proposed withdrawal and substitution, (i) the Combined Coverage Ratio is at least the same as such ratio immediately prior to the withdrawal, and (ii) the Pledged Shares Coverage Ratio is at least 1.00:1.00 so long as any 2008 TV Azteca Pledged Shares will remain subject to the 2008 Collateral Pledge. In addition, except to the extent the Company is entitled to receive such cash as permitted under Section 11.02 hereof, on the date that any cash is deposited with the 2008 Collateral Agent in respect of cash dividends on, or the purchase, redemption, or other retirement or acquisition for value of, the 2008 TV Azteca Pledged Shares, the Company will be entitled to consider the amount of such cash to be Substitute Collateral. A withdrawal pursuant to the substitution provisions of this Section 11.04(d) shall not be considered a release for purposes of Sections 11.04(b)(iii) and Section 11.04(c) hereof. No Substitute Collateral may be released or withdrawn from the 2008 Collateral Pledge until all other 2008 Notes Collateral shall have been released, in which case any Substitute Collateral with a Market Value in excess of the aggregate principal amount of the outstanding Notes may be released at the request of the Company (and any such release shall not be considered a release for purposes of Section 11.04(b)(iii) or Section 11.04(c) hereof).

Substitute Collateral. 66 SECTION 12.08

Substitute Collateral. On or before the Defeasance Closing --------------------- Date, Borrower shall deliver to Lender a pledge and security agreement, in form and substance satisfactory to Lender in its sole discretion (the "Pledge Agreement"), creating a first priority ---------------- perfected security interest in favor of Lender in substitute collateral constituting an Investment Security (the "Substitute ---------- Collateral"

Substitute Collateral. The Pledgor may substitute for the Pledged Securities any collateral of equal or greater value (which, in the case of Pledged Securities, is the Fair Market Value thereof) reasonably acceptable to Company (the "Substitute Collateral"). From and after any such substitution, the Pledged Securities shall be released from this Agreement and the provisions of this Agreement shall apply to the Substitute Collateral to the same extent that such provisions would have applied to the Pledged Securities.