Action Upon Instructions Generally Sample Clauses

Action Upon Instructions Generally. Subject to Sections 8.4 and 8.6, upon written instructions of the Required Entities, each Agent shall, on behalf of the Lenders and the Certificate Purchasers, give such notice or direction, exercise such right, remedy or power hereunder or in respect of any Equipment, and give such consent or enter into such amendment to any document to which it is a party as such Agent as may be specified in such instructions (except that no Agent shall exercise any right, remedy or power hereunder or in respect of any System if such right, remedy or power has been expressly delegated to the other Agent in the Participation Agreement or another Operative Document). No Agent shall have an obligation to investigate or determine whether there has been a Lease Default. No Agent shall be deemed to have notice or knowledge of a Lease Default unless a Responsible Officer of such Agent is notified in writing of such Lease Default; provided, that Administrative Agent shall be deemed to have been notified in writing of any failure of Lessee to pay Rent in the amounts and at the times set forth in Article III of the Lease. If Administrative Agent receives notice of a Lease Event of Default, Administrative Agent shall give prompt notice thereof, at Lessee's expense, to each Lender, each Certificate Purchaser and the Information Agent. Subject to Participation Agreement Sections 8.4 and 8.6 and Article IX, Administrative Agent shall take action or refrain from taking action with respect to such Event of Default as directed by the Required Entities; provided, that, unless and until Administrative Agent receives such directions, Administrative Agent must refrain from taking any action with respect to such Lease Event of Default. Prior to the date the Lease Balance or any portion thereof shall have become due and payable by acceleration pursuant to Section 16.1 of the Lease, the Required Entities may deliver written instructions to Administrative Agent to waive, and Administrative Agent shall waive pursuant thereto, any Lease Event of Default and its consequences; provided, that, in the absence of written instructions from all Lenders, Administrative Agent shall not waive any (a) Lease Event of Default described in clause (a) of Article XV of the Lease or (b) covenant or provision which, under Section 9.5, cannot be modified or amended without the consent of all Lenders and Certificate Purchasers. As to any matters not expressly provided for by this Agreement, each Agent shall in all ca...
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Action Upon Instructions Generally. 63 SECTION 8.4. Indemnification.......................................... 64 SECTION 8.5. Independent Credit Investigation......................... 65 SECTION 8.6. Refusal to Act........................................... 65 SECTION 8.7. Resignation or Removal of an Agent; Appointment of Successor............................... 66 SECTION 8.8. Separate Agent........................................... 66 SECTION 8.9. Termination of Agencies.................................. 67 SECTION 8.10. Compensation of Agents................................... 67 SECTION 8.11. Limitations.............................................. 67 -ii- TABLE OF CONTENTS (continued)
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Action Upon Instructions Generally. 28. Section 9.4 Indemnification....................................................................... 29. Section 9.5
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Action Upon Instructions Generally unless and until Agent receives such directions, Agent may refrain from taking any action, or may act in its discretion, with respect to such Event of Default. Prior to the date the Lease Balance shall have become due and payable by acceleration pursuant to Section 8.2, the Required Lessors may deliver written ----------- instructions to Agent to waive, and Agent shall waive pursuant thereto, any Event of Default and its consequences; provided that in the absence of written -------- instructions from all Lessors, Agent shall not waive any (i) Event of Default described in Section 8.1(a) or (ii) covenant or provision which, under Section -------------- ---- ------- 16.5, cannot be modified or amended without the consent of all Lessors. As to ---- any matters not expressly provided for by this Lease or any other provision of the Operative Documents, Agent shall in all cases be fully protected in acting, or in refraining from acting, hereunder in accordance with instructions signed by the Required Lessors and such instructions of the Required Lessors and any action taken or failure to act pursuant thereto shall be binding on each Lessor.
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Action Upon Instructions Generally. 43 SECTION 8.4. Indemnification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 SECTION 8.5. Independent Credit Investigation. . . . . . . . . . . . . . . . . . . . . 44 SECTION 8.6. Refusal to Act. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45 SECTION 8.7. Resignation or Removal of Agent; Appointment of Successor . . . . . . . . 45 SECTION 8.8.
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Action Upon Instructions Generally. 17 Section 7.3 Indemnification, etc.. . . . . . . . . . . . . . . . . . 18 Section 7.4 Duties to Remove Liens and Provide Reports, etc. . . . . 18 Section 7.5 No Action Except Under Trust Agreement or Instructions . . . . . . . . . . . . . . . . . . . . . . . . . . 18
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Action Upon Instructions Generally. The sixth sentence of Section 16.3 of the Participation Agreement is hereby amended in its entirety to read as follows: Subject to Sections 16.4, 16.6 and 15.5 , such Agent shall take action or refrain from taking action with respect to such Event of Default as directed by the Noncollateralized Required Participants; provided that, unless and until such Agent receives such directions, such Agent may refrain from taking any action, or may act in its discretion, with respect to such Event of Default; provided, further , Agent Lessor shall take action or refrain from taking action with respect to Section 11 of the Pledge Agreement as directed by the Required Secured Parties.
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Action Upon Instructions Generally. (a) Subject to Sections 8.4 and 8.6, upon written instructions of the Required Participants or all Participants if so required hereunder or pursuant to any other Operative Document, each of the Agents shall, solely in the furtherance of its duties as Administrative Agent or the Collateral Agent, as applicable, on behalf of the Participants or the Lessor, as the case may be, give such notice, consent, approval or direction, exercise such right, remedy or power hereunder or under the other Operative Documents or in respect of the Leased Property, and enter into such amendment to any document to which it is a party as the Administrative Agent or the Collateral Agent, as applicable, as may be specified in such instructions. Each Agent shall deliver to each Participant a copy of each notice, demand, report and certificate received by it pursuant to the Operative Documents. Neither the Administrative Agent nor the Collateral Agent shall have any obligation to investigate or determine whether there has been an Event of Default or Default. Neither the Administrative Agent nor the Collateral Agent shall be deemed to have any notice or knowledge of an Event of Default or Default unless a Responsible Officer of it is notified pursuant to Section 9.3 of such Event of Default or Default; provided that the Administrative Agent shall be deemed to have been notified in writing of any failure of the Lessee to pay Rent in the amounts and at the times set forth in Article IV of the Lease. If the Administrative Agent receives notice of an Event of Default, it shall give prompt notice thereof, at the Lessee’s expense, to each Participant, and if the Administrative Agent receives notice of a payment failure as described in the Assignment of Lease, it shall give prompt notice thereof, at the Lessor’s expense, to each Rent Assignee.
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Related to Action Upon Instructions Generally

  • Action Upon Instructions Subject to the terms of Sections 5.1 and 5.3, upon the written instructions at any time and from time to time of Owner Participant, Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (a) give such notice or direction or exercise such right, remedy or power under this Trust Agreement or any of the other Owner Trustee Agreements or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10); (b) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (c) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to Owner Trustee, it being understood that without written instructions of Owner Participant, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

  • Action upon Instruction (a) Subject to Article IV and in accordance with the terms of the Basic Documents, the Certificateholders may by written instruction direct the Owner Trustee in the management of the Trust. Such direction may be exercised at any time by written instruction of the Certificateholders pursuant to Article IV.

  • Action upon Instructions; Certain Rights and Limitations (a) Subject to the terms of Sections 2.13, 4.03, 4.04(a) and (b), 4.08, 5.01 and 5.03 hereof, upon the written instructions at any time and from time to time of a Majority in Interest of Note Holders, the Mortgagee shall, subject to the terms of this Section 5.02, take such of the following actions as may be specified in such instructions: (i) give such notice or direction or exercise such right, remedy or power hereunder as shall be specified in such instructions; (ii) give such notice or direction or exercise such right, remedy or power under the Lease, the Participation Agreement, the Purchase Agreement, the Purchase Agreement Assignment, or any other part of the Trust Indenture Estate as shall be specified in such instructions; and (iii) approve as satisfactory to the Mortgagee all matters required by the terms of the Lease to be satisfactory to the Owner Trustee, it being understood that without the written instructions of a Majority in Interest of Note Holders, the Mortgagee shall not approve any such matter as satisfactory to the Mortgagee; provided, that anything contained in this Trust Indenture, the Lease or the other Operative Agreements to the contrary notwithstanding, but subject to the next paragraph hereof:

  • Reliance Upon Instructions The Custodian shall be entitled to rely upon any Proper Instructions if such reliance is made in good faith. The Trust agrees to forward to the Custodian Written Instructions confirming Oral Instructions in such a manner so that such Written Instructions are received by the Custodian, whether by hand delivery, telex, facsimile or otherwise, on the same Business Day on which such Oral Instructions were given. The Trust agrees that the failure of the Custodian to receive such confirming instructions shall in no way affect the validity of the transactions or enforceability of the transactions hereby authorized by the Trust. The Trust agrees that the Custodian shall incur no liability to the Trust for acting upon Oral Instructions given to the Custodian hereunder concerning such transactions.

  • Termination Upon Insolvency Either Party may terminate this Agreement if, at any time, the other Party shall file in any court or agency pursuant to any statute or regulation of any state, country or jurisdiction, a petition in bankruptcy or insolvency or for reorganization or for an arrangement or for the appointment of a receiver or trustee of that Party or of its assets, or if the other Party proposes a written agreement of composition or extension of its debts, or if the other Party shall be served with an involuntary petition against it, filed in any insolvency proceeding, and such petition shall not be dismissed within sixty (60) days after the filing thereof, or if the other Party shall propose or be a Party to any dissolution or liquidation, or if the other Party shall make an assignment for the benefit of its creditors.

  • Action upon Instruction by Certificateholders (a) Subject to Section 4.4, the Certificateholders may by written instruction direct the Owner Trustee in the management of the Trust. Such direction may be exercised at any time by written instruction of the Certificateholders pursuant to Section 4.5.

  • Action on Instructions of Lenders The Agent shall in all cases be fully protected in acting, or in refraining from acting, hereunder and under any other Loan Document in accordance with written instructions signed by the Required Lenders (or, when expressly required hereunder, all of the Lenders), and such instructions and any action taken or failure to act pursuant thereto shall be binding on all of the Lenders. The Lenders hereby acknowledge that the Agent shall be under no duty to take any discretionary action permitted to be taken by it pursuant to the provisions of this Agreement or any other Loan Document unless it shall be requested in writing to do so by the Required Lenders. The Agent shall be fully justified in failing or refusing to take any action hereunder and under any other Loan Document unless it shall first be indemnified to its satisfaction by the Lenders pro rata against any and all liability, cost and expense that it may incur by reason of taking or continuing to take any such action.

  • Right to Request and Act on Instructions Agent may at any time request instructions from Lenders with respect to any actions or approvals which by the terms of this Agreement or of any of the Financing Documents Agent is permitted or desires to take or to grant, and if such instructions are promptly requested, Agent shall be absolutely entitled to refrain from taking any action or to withhold any approval and shall not be under any liability whatsoever to any Person for refraining from any action or withholding any approval under any of the Financing Documents until it shall have received such instructions from Required Lenders or all or such other portion of the Lenders as shall be prescribed by this Agreement. Without limiting the foregoing, no Lender shall have any right of action whatsoever against Agent as a result of Agent acting or refraining from acting under this Agreement or any of the other Financing Documents in accordance with the instructions of Required Lenders (or all or such other portion of the Lenders as shall be prescribed by this Agreement) and, notwithstanding the instructions of Required Lenders (or such other applicable portion of the Lenders), Agent shall have no obligation to take any action if it believes, in good faith, that such action would violate applicable Law or exposes Agent to any liability for which it has not received satisfactory indemnification in accordance with the provisions of Section 11.6.

  • Certain Actions Upon Written Instructions Upon receipt of a Written Instructions and not otherwise, the Custodian shall:

  • Inability of Lender to Submit Forms If any Lender determines, as a result of any change in applicable law, regulation or treaty, or in any official application or interpretation thereof, that it is unable to submit to the Borrower or the Administrative Agent any form or certificate that such Lender is obligated to submit pursuant to subsection (b) of this Section 13.1 or that such Lender is required to withdraw or cancel any such form or certificate previously submitted or any such form or certificate otherwise becomes ineffective or inaccurate, such Lender shall promptly notify the Borrower and Administrative Agent of such fact and the Lender shall to that extent not be obligated to provide any such form or certificate and will be entitled to withdraw or cancel any affected form or certificate, as applicable.

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