Common use of Appointment of Successor Owner Manager Clause in Contracts

Appointment of Successor Owner Manager. Notwithstanding any other provision of this Agreement, a successor Owner Manager shall not be appointed by the Owner Participant without the consent of Xxxxx City, so long as no Material Lease Default or Lease Event of Default shall have occurred and be continuing, and, so long as Lessor Notes are outstanding, the Lease Indenture Trustee and the Security Agent unless such successor Owner Manager (a) meets the requirements of the Lessor LLC Agreement, (b) has a combined capital and surplus of at least $150 million and (c) Xxxxx City and, so long as the Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Security Agent, shall have received at the expense of the Owner Participant: (i) an opinion or opinions of counsel, such counsel and such opinion to be reasonably acceptable to such parties, to the effect that no regulatory consents or approvals are required, or (ii) such other documentation reasonably satisfactory to Xxxxx City or the Lease Indenture Trustee and the Security Agent, as the case may be; PROVIDED, HOWEVER, that if Xxxxx Fargo resigns as Owner Manager, is terminated for cause, or shall become incapable of acting or shall be adjudged bankrupt or insolvent or a receiver of the Owner Manager or its properties shall be appointed or any public officer shall take charge or control of the Owner Manager or its property or affairs for the purpose of rehabilitation, conservation or liquidation, the opinion required by clause (c) shall be at the expense of Xxxxx City.

Appointment of Successor Owner Manager. Notwithstanding any other provision of this Agreement, a successor Owner Manager shall not be appointed by the Owner Participant Equity Investor without the consent of Xxxxx Citythe Lessee, so long as no Material Lease Event of Default has occurred and is continuing (such consent not to be unreasonably withheld or delayed) and, so long as the Lien of the Indenture has not been terminated and fully discharged, the Indenture Trustee, unless (a) such successor Owner Manager meets the requirements of the LLC Agreement and has a combined capital and surplus or tangible net worth of at least $150,000,000, and (b) the Lessee (so long as no Lease Event of Default shall have occurred and be continuingcontinuing and no dispossessory remedies are being exercised), and, so long as Lessor Notes are outstanding, the Lease Indenture Trustee and the Security Agent unless such successor Owner Manager (a) meets the requirements of the Lessor LLC Agreement, (b) has a combined capital and surplus of at least $150 million and (c) Xxxxx City andIndenture Trustee, so long as the Lien of the Lease Indenture has shall not have been terminated or and fully discharged, the Lease Indenture Trustee and the Security Agent, shall have received at the expense of the Owner Participant: Equity Investor (i) an opinion or opinions of counsel, such counsel and such opinion to be reasonably acceptable to such parties, to the effect that no regulatory consents or approvals are required, or (ii) such other documentation evidence thereof as is reasonably satisfactory to Xxxxx City or the Lessee, so long as no Lease Indenture Trustee Event of Default has occurred and the Security Agentis continuing, and, so long as the case may beLien of the Indenture shall not have been terminated and fully discharged, the Indenture Trustee; PROVIDEDprovided, HOWEVERhowever, that if Xxxxx Fargo the Trust Company resigns as Owner Manager, is terminated for cause, or shall become incapable of acting as Owner Manager or shall be adjudged a bankrupt or insolvent or a receiver of the Owner Manager or its properties shall be appointed or any public officer shall take charge or control of the Owner Manager or its property or affairs for the purpose of rehabilitation, conservation or liquidation, the opinion required by clause (c) shall be at the expense of Xxxxx Citythe Lessee.

Appointment of Successor Owner Manager. Notwithstanding any other provision of this Agreement, a successor Owner Manager shall not be appointed by the Owner Participant without the consent of Xxxxx City, so long as no Material Lease Default or Lease Event of Default shall have occurred and be continuing, SEMA and, so long as Lessor Notes are outstandingthe Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Security Agent each Pass Through Trustee unless such successor Owner Manager (a) meets the requirements of the Lessor LLC Agreement, (b) has a combined capital and surplus of at least $150 million million, and (c) Xxxxx City SEMA and, so long as the Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Security Agenteach Pass Through Trustee, shall have received at the expense of the Owner Participant: (i) an opinion or opinions of counsel, such counsel and such opinion to be reasonably acceptable to such parties, to the effect that no regulatory consents or approvals are required, or (ii) such other documentation reasonably satisfactory to Xxxxx City or SEMA, the Lease Indenture Trustee and the Security Agentor Pass Through Trustee, as the case may be; PROVIDEDprovided, HOWEVERhowever, that if Xxxxx Fargo Wilmington Trust Company resigns as Owner Manager, is terminated for cause, or shall become incapable of acting or shall be adjudged bankrupt or insolvent or a receiver of the Owner Manager or its properties shall be appointed or any public officer shall take charge or control of the Owner Manager or its property or affairs for the purpose of rehabilitation, conservation or liquidation, the opinion required by clause (c) shall be at the expense of Xxxxx CitySEMA.

Appointment of Successor Owner Manager. Notwithstanding any other provision of this Agreement, a successor Owner Manager shall not be appointed by the Owner Participant without the consent of Xxxxx City, so long as no Material Lease Default or Lease Event of Default shall have occurred and be continuing, and, so long as Lessor Notes are outstanding, the Lease Indenture Trustee and the Security Agent unless such successor Owner Manager (a) meets the requirements of the Lessor LLC Agreement, (b) has a combined capital and surplus of at least $150 million and (c) Xxxxx City and, so long as the Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Security Agent, shall have received at the expense of the Owner Participant: (i) an opinion or opinions of counsel, such counsel and such opinion to be reasonably acceptable to such parties, to the effect that no regulatory consents or approvals are required, or (ii) such other documentation reasonably satisfactory to Xxxxx City or the Lease Indenture Trustee and the Security Agent, as the case may be; PROVIDEDprovided, HOWEVERhowever, that if Xxxxx Fargo resigns as Owner Manager, is terminated for cause, or shall become incapable of acting or shall be adjudged bankrupt or insolvent or a receiver of the Owner Manager or its properties shall be appointed or any public officer shall take charge or control of the Owner Manager or its property or affairs for the purpose of rehabilitation, conservation or liquidation, the opinion required by clause (c) shall be at the expense of Xxxxx City.

Appointment of Successor Owner Manager. Notwithstanding any other provision of this Agreement, a successor Owner Manager shall not be appointed by the Owner Participant without the consent of Xxxxx City, so long as no Material Lease Default or Lease Event of Default shall have occurred and be continuing, and, so long as Lessor Notes are outstanding, the Lease Indenture Trustee and the Security Agent unless such successor Owner Manager (a) meets the requirements of the Lessor LLC Agreement, (b) has a combined capital and surplus of at least $150 million and (c) Xxxxx City and, so long as the Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Security Agent, shall have received at the expense of the Owner Participant: (i) an opinion or opinions of counsel, such counsel and such opinion to be reasonably acceptable to such parties, to the effect that no regulatory consents or approvals are required, or (ii) such other documentation reasonably satisfactory to Xxxxx City or the Lease Indenture Trustee and the Security Agent, as the case may be; PROVIDED, HOWEVER, that if Xxxxx Fargo [Wilmington Company] resigns as Owner Manager, is terminated for cause, or shall become incapable of acting or shall be adjudged bankrupt or insolvent or a receiver of the Owner Manager or its properties shall be appointed or any public officer shall take charge or control of the Owner Manager or its property or affairs for the purpose of rehabilitation, conservation or liquidation, the opinion required by clause (c) shall be at the expense of Xxxxx City.