Common use of Certain Releases Clause in Contracts

Certain Releases. TILC agrees to cause the Lessee under the Lease to use its best efforts, within 120 days of the Closing Date, (a) in the case of each Acknowledgment Party (as defined below), to obtain an Acknowledgment, and (b) in the case of each Release Party (as defined below), to obtain a Release (as defined below) and cause to be filed a related Alberta PPSA Release Filing (as defined below), in each case with respect to the applicable Affected Alberta PPSA Units leased by the Lessee under the Lease. In the event any such Acknowledgments or Releases are not obtained (or TILC determines that they will not be obtained) within such 120 day period, TILC agrees not later than the next Business Day following the conclusion of such 120 day period to transfer to the Lessee, as a capital contribution in respect of TILC's indirect 100% equity interest in the Lessee, an additional number of Pledged Units ("Additional Pledged Units") at least equal to the number of Affected Alberta PPSA Units as to which an Acknowledgment or Release (as applicable) has not been obtained. The Additional Pledged Units shall be of the same car type and of the same or newer model year (or otherwise approved by the Required Beneficiaries, which approval in each case shall not be unreasonably withheld) as the relevant Affected Alberta PPSA Units, and free and clear of all Liens (other than Permitted Liens of the type described in clauses (ii), (iv) and (v) of the definition thereof) and have a fair market value (except to a de minimis extent), utility and remaining economic useful life at least equal to the relevant Affected Alberta PPSA Units (assuming such Units were in the condition required to be maintained by the terms of the related Lease). Upon such transfer to the Lessee each Additional Pledged Unit shall automatically, without further action required, become subject to the Security Interests of the Collateral Agency Agreement as provided therein, unless and until released therefrom in accordance with the relevant provisions of the Collateral Agency Agreement. As used in this subsection,

Appears in 8 contracts

Samples: Participation Agreement (Trinity Industries Inc), Participation Agreement (Trinity Industries Inc), Participation Agreement (Trinity Industries Inc)

AutoNDA by SimpleDocs

Certain Releases. (a) TILC agrees to cause the Lessee under the Lease to use its best efforts, within 120 days of the Closing Date, efforts (ai) in the case of each Acknowledgment Party (as defined below), to obtain an Acknowledgment, and (bii) in the case of each Release Party (as defined below), to obtain a Release (as defined below) and cause to be filed a related Alberta PPSA Release Filing (as defined below), in each case with respect to the applicable Affected Alberta PPSA Units leased by the Lessee under the LeaseLease or pledged by the Lessee under the Collateral Agency Agreement, as applicable. In the event any such Acknowledgments or Releases are Releases, as applicable, have not been obtained for an Affected PPSA Unit and such Affected PPSA Unit becomes subject to any claim, action or proceeding asserting a priority interest in such Affected PPSA Unit as a result of the outstanding filing in favor of the Release Party or Acknowledgment Party, as applicable (which claim, action or TILC determines that they will proceeding is not be obtained) discharged or dismissed within such 120 day period90 days), then TILC agrees not later than the next fifth Business Day following the conclusion of such 120 90 day period to transfer to the Lessee, as a capital contribution in respect of TILC's indirect 100% equity interest in the Lessee, an additional number of Pledged Units Unit (each an "Additional Pledged UnitsUnit") at least equal for each such Affected PPSA Unit subject to the number of Affected Alberta PPSA Units as to which an Acknowledgment such claim, action or Release (as applicable) has not been obtainedproceeding. The Such Additional Pledged Units Unit shall be of the same car type and of the same or newer model year (or otherwise approved by the Required Beneficiaries, which approval in each case shall not be unreasonably withheld) as the relevant Affected Alberta PPSA UnitsUnit, and free and clear of all Liens (other than Permitted Liens of the type described in clauses (ii), (iv) and (v) of the definition thereof) and have a fair market value (except to a de minimis extent), utility and remaining economic useful life at least equal to the relevant Affected Alberta PPSA Units Unit (assuming such Units were Unit was in the condition required to be maintained by the terms of the related Lease). Upon such transfer to the Lessee each Additional Pledged Unit shall automatically, without further action required, become subject to the Security Interests of the Collateral Agency Agreement as provided therein, unless and until released therefrom in accordance with the relevant provisions of the Collateral Agency Agreement. As used in this subsection,.

Appears in 3 contracts

Samples: Participation Agreement (Trinity Industries Inc), Participation Agreement (Trinity Industries Inc), Participation Agreement (Trinity Industries Inc)

AutoNDA by SimpleDocs

Certain Releases. TILC agrees to cause the Lessee under the Lease to use its best efforts, within 120 days of the Closing Date, (a) in the case of each Acknowledgment Party (as defined below), to obtain an Acknowledgment, and (b) in the case of each Release Party (as defined below), to obtain a Release (as defined below) and cause to be filed a related Alberta PPSA Release Filing (as defined below), in each case with respect to the applicable Affected Alberta PPSA Units leased by the Lessee under the Lease. In the event any such Acknowledgments or Releases are not obtained (or TILC determines that they will not be obtained) within such 120 day period, TILC agrees not later than the next Business Day following the conclusion of such 120 day period to transfer to the Lessee, as a capital contribution in respect of TILC's indirect 100% equity interest in the Lessee, an additional number of Pledged Units ("Additional Pledged Units") at least equal to the number of Affected Alberta PPSA Units as to which an Acknowledgment or Release (as applicable) has not been obtained. The Additional Pledged Units shall be of the same car type and of the same or newer 56 model year (or otherwise approved by the Required Beneficiaries, which approval in each case shall not be unreasonably withheld) as the relevant Affected Alberta PPSA Units, and free and clear of all Liens (other than Permitted Liens of the type described in clauses (ii), (iv) and (v) of the definition thereof) and have a fair market value (except to a de minimis extent), utility and remaining economic useful life at least equal to the relevant Affected Alberta PPSA Units (assuming such Units were in the condition required to be maintained by the terms of the related Lease). Upon such transfer to the Lessee each Additional Pledged Unit shall automatically, without further action required, become subject to the Security Interests of the Collateral Agency Agreement as provided therein, unless and until released therefrom in accordance with the relevant provisions of the Collateral Agency Agreement. As used in this subsection,

Appears in 1 contract

Samples: Participation Agreement (Trinity Industries Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.