Common use of Exchange of Defaulted Obligations Clause in Contracts

Exchange of Defaulted Obligations. Notwithstanding the provisions set forth under Section 12.1(d), at any time, the Collateral Manager may instruct the Trustee in writing to exchange a Defaulted Obligation for (i) another Defaulted Obligation (an “Exchanged Defaulted Obligation”) or (ii) an Exchanged Equity Security, for so long as at the time of or in connection with such exchange: (i) such Exchanged Defaulted Obligation or Exchanged Equity Security is issued by the same obligor as the Defaulted Obligation (or an Affiliate of or successor to such obligor or an entity that succeeds to substantially all of the assets of such obligor) and, in the case of such Exchanged Defaulted Obligation, ranks in right of payment no more junior than the Defaulted Obligation for which it was exchanged; provided that if the Issuer is also required to pay an amount for such Exchanged Defaulted Obligation or Exchanged Equity Security, the Issuer may use Interest Proceeds to effect such payment for so long as, after giving effect to such purchase, there would be sufficient proceeds in the Interest Collection Account to pay all amounts required to be paid pursuant to the Priority of Payments prior to any distributions to the Equity Owner on the next succeeding Payment Date; (ii) in the case of an Exchanged Defaulted Obligation, (1) on any Determination Date on or after the Effective Date, if the Class A Par Value Test is not satisfied following such exchange, then such Class A Par Value Test is at least as close to being satisfied after such exchange as prior to such exchange and (2) on any Determination Date on or after the Third Determination Date, if the Class A Interest Coverage Test is not satisfied following such exchange, then such Class A Interest Coverage Test is at least as close to being satisfied after such exchange as prior to such exchange; (iii) in the case of an Exchanged Defaulted Obligation, the expected total recovery proceeds of such Exchanged Defaulted Obligation, as determined by the Collateral Manager, must be no less than the expected total recovery proceeds of the Defaulted Obligation for which it was exchanged; and (iv) as determined by the Collateral Manager, in the case of an Exchanged Defaulted Obligation, if any Concentration Limitation is not satisfied following such exchange, then any such Concentration Limitation is at least as close to being satisfied as prior to such exchange.

Exchange of Defaulted Obligations. Notwithstanding the provisions set forth under Section 12.1(d), at any time, the Collateral Manager may instruct the Trustee in writing to exchange a Defaulted Obligation for (i) another Defaulted Obligation (an “Exchanged Defaulted Obligation”) or (ii) an Exchanged Equity Security, for so long as at the time of or in connection with such exchange: (i) such Exchanged Defaulted Obligation or Exchanged Equity Security is issued by the same obligor as the Defaulted Obligation (or an Affiliate of or successor to such obligor or an entity that succeeds to substantially all of the assets of such obligor) and, in the case of such Exchanged Defaulted Obligation, ranks in right of payment no more junior than the Defaulted Obligation for which it was exchanged; provided that if the Issuer is also required to pay an amount for such Exchanged Defaulted Obligation or Exchanged Equity Security, the Issuer may use Interest Proceeds to effect such payment for so long as, after giving effect to such purchase, there would be sufficient proceeds in the Interest Collection Account to pay all amounts required to be paid pursuant to the Priority of Payments prior to any distributions to the Equity Owner on the next succeeding Payment Date; (ii) in the case of an Exchanged Defaulted Obligation, (1) on any Determination Date on or after the Effective Date, if the Class A Par Value Test is not satisfied following such exchange, then such Class A Par Value Test is at least as close to being satisfied after such exchange as prior to such exchange and (2) on any Determination Date on or after the Third Second Determination Date, if the Class A Interest Coverage Test is not satisfied following such exchange, then such Class A Interest Coverage Test is at least as close to being satisfied after such exchange as prior to such exchange; (iii) in the case of an Exchanged Defaulted Obligation, the expected total recovery proceeds of such Exchanged Defaulted Obligation, as determined by the Collateral Manager, must be no less than the expected total recovery proceeds of the Defaulted Obligation for which it was exchanged; and (iv) as determined by the Collateral Manager, in the case of an Exchanged Defaulted Obligation, if any Concentration Limitation is not satisfied following such exchange, then any such Concentration Limitation is at least as close to being satisfied as prior to such exchange.

Exchange of Defaulted Obligations. Notwithstanding the provisions set forth under Section 12.1(d12.1(c), at any time, the Collateral Manager may instruct the Trustee in writing to exchange a Defaulted Obligation for (i) another Defaulted Obligation (an “Exchanged Defaulted Obligation”) or (ii) an Exchanged Equity Security, for so long as at the time of or in connection with such exchange: (i) such Exchanged Defaulted Obligation or Exchanged Equity Security is issued by the same obligor as the Defaulted Obligation (or an Affiliate of or successor to such obligor or an entity that succeeds to substantially all of the assets of such obligor) and, in the case of such Exchanged Defaulted Obligation, ranks in right of payment no more junior than the Defaulted Obligation for which it was exchanged; provided that if the Issuer is also required to pay an amount for such Exchanged Defaulted Obligation or Exchanged Equity Security, the Issuer may use Interest Proceeds to effect such payment for so long as, after giving effect to such purchase, there would be sufficient proceeds in the Interest Collection Account to pay all amounts required to be paid pursuant to the Priority of Payments prior to any distributions to the Equity Owner on the next succeeding Payment Date; (ii) in the case of an Exchanged Defaulted Obligation, (1) on any Determination Date on or after the Effective Date, if the Class A Par Value Test is not satisfied following such exchange, then such Class A Par Value Test is at least as close to being satisfied after such exchange as prior to such exchange and (2) on any Determination Date on or after the Third Second Determination Date, if the Class A Interest Coverage Test is not satisfied following such exchange, then such Class A Interest Coverage Test is at least as close to being satisfied after such exchange as prior to such exchange; (iii) in the case of an Exchanged Defaulted Obligation, the expected total recovery proceeds of such Exchanged Defaulted Obligation, as determined by the Collateral Manager, must be no less than the expected total recovery proceeds of the Defaulted Obligation for which it was exchanged; and (iv) as determined by the Collateral Manager, in the case of an Exchanged Defaulted Obligation, if any Concentration Limitation is not satisfied following such exchange, then any such Concentration Limitation is at least as close to being satisfied as prior to such exchange.

Exchange of Defaulted Obligations. Notwithstanding the provisions set forth under Section 12.1(d), at any time, the Collateral Manager may instruct the Trustee in writing to exchange a Defaulted Obligation for (i) another Defaulted Obligation (an “Exchanged Defaulted Obligation”) or (ii) an Exchanged Equity Security, for so long as at the time of or in connection with such exchange: (i) such Exchanged Defaulted Obligation or Exchanged Equity Security is issued by the same obligor as the Defaulted Obligation (or an Affiliate of or successor to such obligor or an entity that succeeds to substantially all of the assets of such obligor) and, in the case of such Exchanged Defaulted Obligation, ranks in right of payment no more junior than the Defaulted Obligation for which it was exchanged; provided that if the Issuer is also required to pay an amount for such Exchanged Defaulted Obligation or Exchanged Equity Security, the Issuer may use Interest Proceeds to effect such payment for so long as, after giving effect to such purchase, there would be sufficient proceeds in the Interest Collection Account to pay all amounts required to be paid pursuant to the Priority of Payments prior to any distributions to the Equity Owner on the next succeeding Payment Date; (ii) in the case of an Exchanged Defaulted Obligation, (1) on any Determination Date on or after the Effective Date, if the Class A Par Value Test is not satisfied following such exchange, then such Class A Par Value Test is at least as close to being satisfied after such exchange as prior to such exchange and (2) on any Determination Date on or after the Third Second Determination Date, if the Class A Interest Coverage Test is not satisfied following such exchange, then such Class A Interest Coverage Test is at least as close to being satisfied after such exchange as prior to such exchange; (iii) in the case of an Exchanged Defaulted Obligation, the expected total recovery proceeds of such Exchanged Defaulted Obligation, as determined by the Collateral Manager, must be no less than the expected total recovery proceeds of the Defaulted Obligation for which it was exchanged; and (iv) as determined by the Collateral Manager, in the case of an Exchanged Defaulted Obligation, if any Concentration Limitation is not satisfied following such exchange, then any such Concentration Limitation is at least as close to being satisfied as prior to such exchange.