Withdrawal from Trust Account. The Manager shall be entitled to submit a written request (which may be given by e-mail) for withdrawals to the Indenture Trustee to distribute to the Manager from the Trust Account on a Business Day other than a Payment Date funds in an amount equal to the sum of (i) an estimate (based on actual accrued amounts as of the date of such request) of the Operations Fee and S&A Fee expected to be paid on the immediately succeeding Payment Date, (ii) an estimate of the Overhaul Fee (based on actual accrued amounts as of the date of such request) expected to be paid on the immediately succeeding Payment Date; and (iii) an estimate of the Incentive Management Fee expected to be paid on the immediately succeeding Payment Date; provided, however, that notwithstanding any right of the Manager pursuant hereto or pursuant to the Management Agreement to request such interim distributions with respect to the Operations Fee, S&A Fee, Overhaul Fee, and Incentive Management Fee, such interim distributions shall be made on not more than one occasion in each calendar month and only so long as (i) no Event of Default or Manager Default shall have occurred and be continuing, (ii) the Manager Termination Date shall not have occurred unless the Indenture Trustee (acting at the direction of the Requisite Global Majority) shall have consented to such interim distribution(s), and (iii) no Asset Base Deficiency is then existing or would result from such payments; provided further, that if a Trigger Event shall occur following any such interim distributions but prior to or on the next succeeding Payment Date, the Manager shall immediately remit to the Trust Account all such interim distributions. In addition, the Manager shall be entitled to request on not more than one occasion in each calendar month withdrawals from the Trust Account on a Business Day other than a Payment Date in an amount equal to, so long as all Scheduled Principal Payment Amounts and Supplemental Principal Payment Amounts for all Series of Notes then Outstanding were paid in full on the immediately preceding Payment Date, all Ineligible Collections then on deposit in the Trust Account and Estimated Excess Cash Flow due for the immediately succeeding Payment Date; provided, however, that all of the following conditions precedent must be satisfied on each such interim distribution date: (i) no Prospective Trigger Event or Trigger Event shall have occurred and then be continuing, (ii) the Manager Termination Date sh...
Withdrawal from Trust Account. The Manager shall be entitled to request withdrawals (and the Indenture Trustee upon written notice from the Manager shall make such withdrawals) of estimates of the Operations Fee and S&A Fee from the Trust Account, and, so long as (x) the Reserve Account is fully funded in an amount equal to the excess of the Required Reserve Amount over the Available Drawing Amounts under all Eligible Letters of Credits and (y) the Scheduled Principal Payment Amount for the immediately preceding month has been made in full, an estimate of the Overhaul Fee from the Trust Account, in each case, in accordance with Section 302(c) of the Indenture. The Indenture Trustee is under no obligation to verify that the requirements of clauses (x) and (y) of this section have been met before funding such withdrawal to the Manager.
