Lessee Directions. The Lessor and each of the Lenders ----------------- hereby agree that, so long as no Lease Default or Lease Event of Default exists, the Lessee shall have the exclusive right to exercise any right of the Lessor under the applicable Participation Agreement upon not less than ten (10) Business Days' prior written notice from the Lessee to the Lessor, unless the Lessor objects to such exercise within five (5) Business Days of receipt of such notice.
Lessee Directions. 43 SECTION 12.1. Lessee Directions............................................................43
Lessee Directions. Notwithstanding anything to the contrary contained in the Operative Documents, the Participants agree that, so long as no Lease Event of Default has occurred and is continuing which has caused the acceleration of the maturity of the Notes and the termination of the Commitments:
(a) Each of the Guarantor and the Lessee shall have the right to give all prepayment notices pursuant to the Credit Note Purchase Agreement and the Lessor Loan Agreement (and the Lessee hereby agrees that the Guarantor is hereby irrevocably authorized and directed on behalf of the Lessee to deliver such notices, and that the Participants shall not be liable to the Lessee for any claims arising out of the Participants’ following the direction or request of the Guarantor); and
(b) The Lessee shall have the right to replace a Participant pursuant to Section 8.3.
Lessee Directions. The Administrative Agent, the Lessor, the Lenders, the Company and each Lessee hereby agree that, so long as no Lease Default or Lease Event of Default exists:
(a) the Company shall have the exclusive right to exercise any right of the Lessor under SECTION 9.2 upon not less than three (3) Business Days' prior written notice from the Company to the Lessor, unless the Lessor objects to such exercise within two (2) Business Days of receipt of such notice; and
(b) without limiting the foregoing CLAUSE (a) and in addition thereto, the Company shall have the exclusive right to exercise any other right of the Lessor under the Loan Agreement upon not less than two (2) Business Days' prior written notice from the Company to the Lessor, unless the Lessor objects to such exercise within two (2) Business Days of receipt of such notice.
Lessee Directions. Each of the Participants and the Lessee hereby agree that:
(a) the Lessee shall have the right to replace any Participant (i) with respect to which, (A) the right to pay Interest or Yield by reference to the LIBO Rate shall be suspended under Section 15.1 or 15.2, or (B) there are or would be any claim to reimbursement or compensation under Section 15.3 or 15.5 or (ii) that fails to consent to any amendment, extension or waiver requested by Lessee, in each case with an Eligible Assignee selected by the Lessee and reasonably acceptable to the Collateral Agent and which Eligible Assignee shall comply with the terms of clause (vi) of Section 12.1(a) or clause (iv) of Section 12.1(b), as applicable;
(b) the Lessee shall have the exclusive right to exercise the right under Section 12.4(a) above upon not less than three (3) Business Days’ prior written notice from the Lessee to the Collateral Agent and each Participant; and
(c) the Collateral Agent and each Participant hereby agree to cooperate with the Lessee, at Lessee’s sole cost and expense in Lessee’s efforts to arrange one or more replacement Participants as contemplated by Section 12.4(a).
Lessee Directions. The Lessor, the Lenders, and the Lessees hereby agree that, so long as no Lease Event of Default exists, the Company, as agent for the Lessees, shall have the exclusive right to exercise any right of the Lessor under the Loan Agreement at any time, and the Lessor shall not exercise any right under the Loan Agreement without giving notice to the Company, as agent for the Lessees, at least two (2) Business Days' prior written notice, and following such notice, shall take such action or forebear from taking such action, as the Company, as agent for the Lessees, shall direct. The Lessor and the Lenders hereby acknowledge that Conversion/Continuation Notices given by the Company, as agent for the Lessees, to the Lessor shall be deemed, and considered as, notices given by the Lessor under the Loan Agreement.
Lessee Directions. 33 ARTICLE XII TRANSFERS OF PARTICIPANTS' INTERESTS SECTION 12.1. Assignments . . . . . . . . . . . . . . . . . . . . 34 SECTION 12.2. Participations . . . . . . . . . . . . . . . . . . . 35 SECTION 12.3. Withholding Taxes; Disclosure of Information; Pledge Under Regulation A . . . . . . . . . . . . . . . . . 36 ARTICLE XIII INDEMNIFICATION
Lessee Directions. The Lessor, the Guarantor, the Indenture Trustee and the Facility Lender agree that, so long as no Default or Event of Default exists:
(a) Lessee shall have the right to give all notices pursuant to the Indenture of Trust with respect to the redemption, defeasance, prepayment or other matters relating to the
Lessee Directions. 86 SECTION 11.2. Recourse on Liability During Construction Period.................................. 87 SECTION 11.3.
Lessee Directions. Notwithstanding anything to the contrary contained in the Operative Documents, Lessor, Ground Lessee and the Participants agree that, so long as no Event of Default has occurred and is continuing which has caused the acceleration of the maturity of the Loans and the termination of the Commitments and HSFC's right to issue Commercial Paper Notes:
(a) Lessee shall have the right to give all borrowing notices and prepayment notices pursuant to the HSFC Loan Agreement, the Conduit Loan Agreement and to instruct the Administrative Agent as to all notices to be given by the Administrative Agent relating to the issuance of the Commercial Paper Notes of HSFC pursuant to the Commercial Paper Documents of HSFC;
(b) Lessee shall have the right to give Extension Option Requests pursuant to Section 8.5 of this Participation Agreement and to give notice of the Extension Date pursuant to Section 3.6 of the LAPA;
(c) Lessee shall have the right to replace an Investor or a Liquidity Purchaser pursuant to Section 8.4 hereof or a Liquidity Purchaser pursuant to Section 3.7 of the LAPA;
(d) Lessee shall have the right to direct the funding by a non-consenting Liquidity Purchaser of its Commitment pursuant to Section 3.7 of the LAPA; and
(e) Lessee shall have the right to approve any successor "Collateral Agent" to the extent permitted pursuant to Section 12.16 of this Participation Agreement.
