ASSUMPTION OF LESSOR NOTES Sample Clauses
ASSUMPTION OF LESSOR NOTES. (a) Upon the occurrence of an Assumption Event, the Facility Lessee may notify the Security Agent and the Lease Indenture Trustee of its intention to assume all of the Lessor Notes in whole (but not in part) pursuant to and in accordance with this Section 2.21. In the event of the occurrence of an Assumption Event and provided each of the conditions set forth below have been satisfied, all of the obligations and liabilities of the Owner Lessor under this Lease Indenture and each Lessor Note shall be assumed by the Facility Lessee and the Owner Lessor shall be released and discharged without further act or formality whatsoever from all obligations and liabilities under this Lease Indenture and each Lessor Note:
(i) no Lease Event of Default shall have occurred and be continuing after giving effect to such assumption;
(ii) the Lease Indenture Trustee shall have received a supplement to this Lease Indenture which shall, among other things, (A) confirm the release of the Owner Lessor thereby effected and (B) contain provisions appropriately amending this Lease Indenture: (1) to reflect the fact that the obligations of the Owner Lessor under this Lease Indenture have been assumed directly by the Facility Lessee, (2) to incorporate herein such provisions from the Facility Lease, the Facility Site Lease and the Participation Agreement as shall be appropriate, including covenants substantially identical to those set forth in the Facility Lease and (3) as otherwise necessary to reflect the foregoing provisions and preserve, protect and maintain the Lien on the Indenture Estate (such supplement, the "ASSUMPTION AGREEMENT");
(iii) the Lease Indenture Trustee shall have received an opinion of counsel to the Facility Lessee (with customary qualifications and limitations and otherwise reasonably satisfactory to the Lease Indenture Trustee), addressed to the Lease Indenture Trustee and the Noteholders of the Lessor Notes, to the effect that (A) the Assumption Agreement and each other instrument, document or agreement executed and delivered by the Facility Lessee in connection with the assumption contemplated by the Assumption Agreement (collectively, the "ASSUMPTION DOCUMENTS") have been duly authorized, executed and delivered by the Facility Lessee, (B) each Assumption Document and the assumption contemplated thereby do not contravene (1) the Organic Documents of the Facility Lessee, (2) any contractual obligation of the Facility Lessee or (3) Requirements of Law, (C) n...
ASSUMPTION OF LESSOR NOTES. If an Eligible Successor shall assume the obligations of an Owner Trust under any Lessor Note pursuant to Section 2.12 of the applicable Lease Indenture, (i) if requested by the applicable Lease Indenture Trustee, the Pass-Through Trustee shall surrender the Lessor Notes issued pursuant to Section 2.12 of such Lease Indenture to the applicable Lease Indenture Trustee in exchange for new Lessor Notes of the same aggregate outstanding principal amount as the Lessor Notes so surrendered, bearing interest at the same rate, and having the same maturity and amortization schedule, and otherwise of similar
ASSUMPTION OF LESSOR NOTES. (a) Upon the occurrence of an Assumption Event, the Facility Lessee may notify the Security Agent and the Lease Indenture Trustee of its intention to assume all of the Lessor Notes in whole (but not in part) pursuant to and in accordance with this Section 2.
ASSUMPTION OF LESSOR NOTES. 12 Section 2.13 Subsequent Lessor Notes............................................................................16 Section 2.14 Payment of Expenses on Transfer....................................................................17 Section 2.15 Restrictions of Transfer Resulting from Federal Securities Laws; Legend............................17 Section 2.16 Security for and Parity of Lessor Notes............................................................18 Section 2.17 Acceptance of the Lease Indenture Trustee..........................................................18 Section 2.18 Taxes; Withholding.................................................................................18
ASSUMPTION OF LESSOR NOTES. If a Company or an Owner Participant (or an Affiliate), as the case may be, shall assume the obligations of an Owner Lessor under any Lessor Note pursuant to any Lease Indenture, the Pass Through Trustee shall, upon its receipt of written instructions from such Company, surrender the Lessor Notes issued pursuant to such Lease Indenture to the Lease Indenture Trustee in exchange for new Lessor Notes of the same aggregate outstanding principal amount as the Lessor Notes so surrendered, bearing interest at the same rate, and having the same maturity and amortization schedule, and otherwise of similar tenor, issued under such Lease Indenture and any new Lease Indenture entered into by such Company or such Owner Participant (or such Affiliate), as the case may be, and the Lease Indenture Trustee in connection with such assumption, and thereafter each reference to such Lessor Notes in this Pass Through Trust Agreement shall be deemed to include a reference to such new Lessor Notes.
ASSUMPTION OF LESSOR NOTES. If the Company shall assume the -------------------------- obligations of an Owner Lessor under any Lessor Note pursuant to Section 2.12 of ------------ the applicable Lease Indenture, (i) if requested by the applicable Lease Indenture Trustee, the Pass Through Trustee shall surrender the Lessor Notes issued pursuant to Section 2.12 of such Lease Indenture to the applicable Lease ------------ Indenture Trustee in exchange for new PASS THROUGH TRUST AGREEMENT A ------------------------------ Lessor Notes of the same aggregate outstanding principal amount as the Lessor Notes so surrendered, bearing interest at the same rate, and having the same maturity and amortization schedule, and otherwise of similar tenor, issued under such Lease Indenture and any new Lease Indenture entered into by the Company and the applicable Lease Indenture Trustee in connection with such assumption, and (ii) thereafter each reference to such Lessor Notes in this Pass Through Trust Agreement shall be deemed to include a reference to such new Lessor Notes or the existing Lessor Notes as assumed by the Company.