Common use of Credit Agreement and Trust Agreement Clause in Contracts

Credit Agreement and Trust Agreement. 9.1. The Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of an Event of Default), the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement; (b) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement; (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and (g) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement.

Credit Agreement and Trust Agreement. 9.1. 9.1 The Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of an Event of Default), the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement;[not used] (b) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement;[not used] (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement;[not used] (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.11(a) of the Credit Agreement;; and (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement;[not used] (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and. (g) [not used] 9.2 The Lessee's Trust Agreement Rights. ----------------------------------- Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Lessee shall have the following rights: (a) [not used] (b) the right to consent to receive any assignment by a Lender to which the Lessor has the right to consent notice and any certificate, in each case issued pursuant to Section 9.8 3.9(a) of the Credit Trust Agreement. (c) [not used] (d) [not used]

Credit Agreement and Trust Agreement. 9.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Construction Agent, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement; (b) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.11(a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement;[Intentionally Omitted] (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and (g) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement. 9.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement; (b) the right to receive any notice and any certificate, in each case issued pursuant to Section 3.9(a) of the Trust Agreement; (c) [Intentionally Omitted] (d) the right to exercise the removal options contained in Section 3.9 of the Trust Agreement; provided, however, that no removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to Section 9.1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Lessee; (e) the right to approve (such approval not to be unreasonably withheld or delayed) any substitute Owner Trustee.

Credit Agreement and Trust Agreement. 9.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Construction Agent, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement; (b) the right to terminate or reduce change the Lender Commitments pursuant to Section 2.5(a) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.11(a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement; (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and (g) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement. 9.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement; (b) the right to receive any notice and any certificate, in each case issued pursuant to Section 3.9(a) of the Trust Agreement; (c) the right to replace any Holder pursuant to Section 3.9(b) of the Trust Agreement; (d) the right to exercise the removal options contained in Section 3.9 of the Trust Agreement; and (e) no removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to Section 9.1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Lessee.

Credit Agreement and Trust Agreement. 9.111.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Credit Parties Construction Agent, the Lessee and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right and obligation (as more specifically described in Section 5.6 hereof) to designate an the portion of the Loans on which interest is due and payable for purposes of the definition of "Allocated Interest"; (b) the right to give the notice referred to in Section 2.3 of the Credit Agreement, to designate the account to which amounts funded a borrowing under the Operative Agreements shall Credit Agreement is to be credited pursuant to Section 2.3(a) 2.3 of the Credit AgreementAgreement and to provide the Allocation Notice; (bc) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (cd) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (de) the right to receive any certificate issued pursuant to Section 2.11(a) of the Credit Agreement; (f) the right to receive any certificate issued pursuant to Section 2.11(b) of the Credit Agreement; (g) the right to receive any payment from a Lender pursuant to Section 2.13(c) of the Credit Agreement; (h) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 Section 2.14 (a) of the Credit Agreement; (ei) the right to replace any Lender pursuant to Section 2.11(b2.14(b) of the Credit Agreement; (fj) the right to approve any successor agent Agent pursuant to Section 7.9 of the Credit Agreement; and; (gk) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement; and (l) without limiting the foregoing clauses (a) through (k), and in addition thereto, provided, that no Event of Default then exists, the Construction Agent or the Lessee, as the case may be, shall have the right to exercise any other right of the Owner Trustee under the Credit Agreement upon not less than five (5) Business Days' prior written notice from the Construction Agent or the Lessee, as the case may be, to the Owner Trustee and the Agent. 11.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Construction Agent, the Lessee, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right and the obligation (as more specifically provided in Section 5.6 hereof) to designate the portion of the Holder Advances on which Holder Yield is due and payable for purposes of the definition of Allocated Return in Section 3.1(c) of the Trust Agreement; (b) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement; (c) no removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to Section 9. 1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Construction Agent or the Lessee, as the case may be; (d) the Holders and the Owner Trustee shall not amend, supplement or otherwise modify any provision of the Trust Agreement in such a manner as to adversely affect the rights of the Construction Agent or the Lessee, as the case may be, without the prior written consent (not to be unreasonably withheld or delayed) of the Construction Agent or the Lessee, as the case may be; and (e) the right to replace any Holder pursuant to Section 3.9 of the Trust Agreement.

Credit Agreement and Trust Agreement. 9.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement; (b) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.11(a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement; (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and (g) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement. 9.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement; (b) the right to receive any notice and any certificate, in each case issued pursuant to Section 3.9(a) of the Trust Agreement; (c) the right to replace any Holder pursuant to Section 3.9(b) of the Trust Agreement; (d) the right to exercise the removal options contained in Section 3.9 of the Trust Agreement; and (e) no removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to Section 9.1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Lessee.

Credit Agreement and Trust Agreement. Section 9.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the HoldersCertificateholders, the Lease and Construction Agent, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any unless a Potential Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)has occurred and is continuing, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements Credit Agreement shall be credited pursuant to Section 2.3(a2.03(c) of the Credit Agreement; (b) the right to terminate or reduce the Lender Commitments pursuant to Section 2.5(a4.05(a) of the Credit Agreement or to request an increase of the Lender Commitments pursuant to Section 4.05(b) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement; (f) the right to approve any successor agent pursuant to Section 7.9 2.03 of the Credit Agreement; and (gd) the right to consent to any assignment by a Lender to which the extent the Lessor has the right to consent to any such assignment pursuant to Section 9.8 11.01(a) of the Credit Agreement. Section 9.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Certificateholders hereby agree that, unless a Potential Default or Event of Default has occurred and is continuing, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right to designate an account to which amounts funded under the Related Documents shall be credited pursuant to Section 3.03(c) of the Trust Agreement; (b) the right to terminate or reduce the Certificateholder Commitments pursuant to Section 3.05B(a) of the Trust Agreement or to request an increase of the Certificateholder Commitments pursuant to Section 3.05B(b) of the Trust Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 3.03(a) of the Trust Agreement; and (d) the right to consent to any assignment by a Certificateholder, to the extent that the Lessor has the right to consent to any such assignment pursuant to Section 11.08 of the Trust Agreement.

Credit Agreement and Trust Agreement. 9.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Construction Agent, the Credit Parties and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right to designate an account to which amounts funded under the Operative Agreements shall be credited pursuant to Section 2.3(a) of the Credit Agreement; (b) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (c) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (d) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.11(a) of the Credit Agreement; (e) the right to replace any Lender pursuant to Section 2.11(b) of the Credit Agreement; (f) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and (g) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement. 9.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Credit Parties, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement; (b) the right to receive any notice and any certificate, in each case issued pursuant to Section 3.9(a) of the Trust Agreement; (c) the right to replace any Holder pursuant to Section 3.9(b) of the Trust Agreement; (d) the right to exercise the removal options contained in Section 9.1 of the Trust Agreement; provided, however, that no removal of the Owner Trustee and appointment of a successor Owner Trustee by the Holders pursuant to Section 9.1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Lessee; and (e) the right to exercise the removal options contained in Section 9.1 of the Trust Agreement (AC Trust 2000-2); provided, however, that no removal of the Trustee and appointment of a successor Trustee shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Lessee.

Credit Agreement and Trust Agreement. 9.111.1. The Construction Agent's and the Lessee's Credit Agreement Rights. ------------------------------------ Notwithstanding anything to the contrary contained in the Credit Agreement, the Agent, the Lenders, the Holders, the Credit Parties Construction Agent, the Lessee and the Owner Trustee hereby agree that, prior to the occurrence and continuation of any Default (except with respect to subsections (a), (b), (d) or (g) which shall apply in the case of a Default) or Event of Default (except with respect to subsections (a)Default, (b)the Construction Agent or the Lessee, (d) or (g) which shall apply in as the case of an Event of Default)may be, the Lessee shall have the following rights: (a) the right and obligation (as more specifically provided in Section 5.6 hereof) to designate an the portion of the Loans on which interest is due and payable for purposes of the definition of "Allocated Interest"; (b) the right (i) to give the notice referred to in Section 2.3 of the Credit Agreement, (ii) to designate the account to which amounts funded a borrowing under the Operative Agreements shall Credit Agreement is to be credited pursuant to Section 2.3(a) 2.3 of the Credit AgreementAgreement and (iii) to provide the Allocation Notice; (bc) the right to terminate or reduce the Commitments pursuant to Section 2.5(a) of the Credit Agreement; (cd) the right to exercise the conversion and continuation options pursuant to Section 2.7 of the Credit Agreement; (de) the right to receive any certificate issued pursuant to Section 2.11(a) of the Credit Agreement; (f) the right to receive any certificate issued pursuant to Section 2.11(b) of the Credit Agreement; (g) the right to receive any payment from a Lender pursuant to Section 2.13(c) of the Credit Agreement; (h) the right to receive any notice and any certificate, in each case issued pursuant to Sections 2.9(c) and/or 2.11 (aSection 2.14(a) of the Credit Agreement; (ei) the right to replace any Lender pursuant to Section 2.11(b2.14(b) of the Credit Agreement; (fj) the right to approve any successor agent pursuant to Section 7.9 of the Credit Agreement; and; (gk) the right to consent to any assignment by a Lender to which the Lessor has the right to consent pursuant to Section 9.8 of the Credit Agreement; and (l) without limiting the foregoing clauses (a) through (k), and in addition thereto, provided, that no Event of Default then exists, the Construction Agent or the Lessee, as the case may be, shall have the right to exercise any other right of the Owner Trustee under the Credit Agreement upon not less than five (5) Business Days' prior written notice from the Construction Agent or the Lessee, as the case may be, to the Owner Trustee and the Agent. 11.2. The Construction Agent's and the Lessee's Trust Agreement Rights. Notwithstanding anything to the contrary contained in the Trust Agreement, the Construction Agent, the Lessee, the Owner Trustee and the Holders hereby agree that, prior to the occurrence and continuation of any Default or Event of Default, the Construction Agent or the Lessee, as the case may be, shall have the following rights: (a) the right and the obligation (as more specifically provided in Section 5.6 hereof) to designate the portion of the Holder Advances on which Holder Yield is due and payable for purposes of the definition of Allocated Return in Section 3.1(c) of the Trust Agreement; (b) the right to exercise the conversion and continuation options pursuant to Section 3.8 of the Trust Agreement and the removal options contained in Section 3.11(c) of the Trust Agreement; (c) no removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to Section 9.1 of the Trust Agreement shall be made without the prior written consent (not to be unreasonably withheld or delayed) of the Construction Agent or the Lessee, as the case may be; and (d) the Holders and the Owner Trustee shall not amend, supplement or otherwise modify any provision of the Trust Agreement in such a manner as to adversely affect the rights of the Construction Agent or the Lessee, as the case may be, without the prior written consent (not to be unreasonably withheld or delayed) of the Construction Agent or the Lessee, as the case may be.