Common use of Lessee Payment Clause in Contracts

Lessee Payment. If a sale of any Item of Equipment either to Lessee pursuant to Section 28.2 or 28.4 or to a third party pursuant to Section 28.3 has not been consummated on the Termination Date for any reason, then Lessee shall on the Termination Date pay to Lessor as an end of term Lease Payment adjustment, in immediately available funds, as an adjustment to the Lease Payment payable under this Lease Agreement for such Item, an amount equal, without duplication, to the sum of the Lease Payment due and payable for such Item of Equipment on the Termination Date, plus all Supplemental Payments then due and owing with respect to such Item(s) plus (i) the Maximum Lessee Risk Amount of such Item, if (x) on the Termination Date no Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, and (y) all Items of Equipment then subject to this Lease Agreement have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, and (z) this Lease Agreement shall not have been terminated prior to the Termination Date or (ii) Acquisition Cost of such Item, if (x) on the Termination Date a Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, or (y) any Item of Equipment then subject to this Lease Agreement shall not have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, or (z) this Lease Agreement shall have been terminated prior to the Termination Date; provided, however, if Lessee pays all amounts due for all Equipment in accordance with this clause (ii) on or prior to the Termination Date, Lessor will at the cost of Lessee transfer to or at the direction of Lessee, without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens), all of Lessor's right, title and interest in and to such Item(s), "as-is", "where-is" and at the cost of Lessee furnish to or at the direction of Lessee, if Lessee shall so request, a bill xx sale without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens) and otherwise in form and substance reasonably satisfactory to Lessee and Lessor, evidencing such transfer. Lessee shall remain liable for the payment of, and upon the consummation by Lessor of the sale of any Item(s) of Equipment on or after the Termination Date, Lessee shall pay, or reimburse Lessor for the payment of, all applicable sales, excise or other Taxes imposed as a result of such sale, other than gross or net income taxes attributable to such sale, and such obligation shall survive the termination of this Lease Agreement.

Lessee Payment. If a sale of any Item of Equipment either to Lessee pursuant to Section 28.2 or 28.4 or to a third party pursuant to Section 28.3 has not been consummated on the Termination Date with respect thereto for any reason, then Lessee shall shall, on the Termination Date pay to Lessor as an end of term Lease Payment adjustment, in immediately available funds, as an adjustment to the Lease Payment payable under this Lease Agreement for such Itemeach Item that has not been sold pursuant to Section 28.2, 28.3, or 28.4, an amount equal, without duplication, duplication to the sum of the Lease Payment due and payable for such Item of Equipment on the Termination Date, plus all Supplemental Payments then due and owing with respect to such Item(s) plus (ia) the Maximum Lessee Risk Amount of all of such ItemItems, if (xi) on the Termination Date no Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, and (yii) all Items of Equipment then subject to this Lease Agreement have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, and (ziii) this Lease Agreement shall not have been terminated prior to the Termination Date or (iib) Acquisition Cost the aggregate Casualty Loss Value as of the Termination Date of all of such ItemItems, if (x1) on the Termination Date a Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, or (y2) any Item of Equipment then subject to this Lease Agreement shall not have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, or (z3) this Lease Agreement shall have been terminated prior to the Termination Date; provided, however, if Lessee pays all amounts due for all Equipment in accordance with this clause (iib) on or prior to the Termination Date, Lessor will at the cost of Lessee transfer to or at the direction of Lessee, without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens), all of Lessor's right, title and interest in and to such Item(s), "as-is", "where-is" and at the cost of Lessee furnish to or at the direction of Lessee, if Lessee shall so request, a bill xx sale without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens) and otherwise in form and substance reasonably satisfactory to Lessee and Lessor, evidencing such transfer. Lessee shall remain liable for the payment of, and upon the consummation by Lessor of the sale of any Item(s) of Equipment on or after the Termination DateDate thereof, Lessee shall pay, or reimburse Lessor for the payment of, all applicable sales, excise or other Taxes imposed as a result of such sale, other than gross or net income taxes attributable to such sale, and such obligation shall survive the termination of this Lease Agreement.

Lessee Payment. If on the Lease Termination Date a sale of any Item of Equipment either to Lessee pursuant to Section 28.2 or 28.4 or the Leased Property to a third party pursuant to Section 28.3 14.1 hereof has not been consummated on the Termination Date for any reason, then Lessee shall shall, on or before the Lease Termination Date Date, pay to Lessor the Administrative Agent, as an end assignee of term Lease Payment adjustmentLessor, in by wire transfer of immediately available funds, as an adjustment to the Lease Payment Rent payable under this Lease Agreement for such Item, the Leased Property an amount equal, without duplication, (the "Lease Termination Adjustment") equal to the sum of the Lease Payment due and payable for such Item of Equipment on the Termination Date, plus all Supplemental Payments then due and owing with respect to such Item(s) plus (i) the Maximum Lessee Risk Amount of such ItemAmount, if (x) on the Termination Date no Lease Event all of Default or Lease Default shall have occurred and be continuing hereunder, and (y) all Items of Equipment then subject to this Lease Agreement Lessee Disposition Conditions have been returned to Lessor on met as of the Lease Termination Date in the condition and at the locations required by Section 6Date, and (z) this Lease Agreement shall not have been terminated prior to the Termination Date or (ii) Acquisition Cost the Lease Balance, if one or more of Lessee Disposition Conditions have not been met as of such ItemLease Termination Date, if (x) plus, in either case, the Basic Rent due and payable on the Lease Termination Date a Lease Event of Default or Lease Default shall have occurred Date, plus all Additional Rent then due and be continuing owing hereunder, or (y) any Item of Equipment then subject to this Lease Agreement and Lessee shall not have been returned promptly vacate the Leased Property and surrender and return the Leased Property to Lessor on upon the Lease Termination Date in accordance with the condition and at the locations required by provisions of this Lease, including Section 6, or (z) this Lease Agreement shall have been terminated prior to the Termination Date; provided, however14.6 hereof. In such event, if Lessee pays all amounts due for all Equipment in accordance with this clause (ii) on or prior Lessor shall subsequently sell the Leased Property to a third party after the Lease Termination Date, Lessor will at shall retain the cost full amount of Lessee transfer to or at the direction of Lesseesales proceeds thereof, without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens), all of Lessor's right, title and interest in and to such Item(s), "as-is", "where-is" and at the cost of Lessee furnish to or at the direction of Lessee, if Lessee shall so request, a bill xx sale without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens) and otherwise in form and substance reasonably satisfactory to Lessee and Lessor, evidencing such transfer. Lessee shall remain liable for the payment of, and upon the consummation by Lessor of the sale of any Item(s) of Equipment on or the Leased Property after the Lease Termination DateDate thereof, Lessee shall pay, or reimburse Lessor for the payment of, all applicable sales, excise or other Taxes taxes imposed as a result of such sale, other than gross or net income taxes attributable to such sale, and such obligation shall survive the termination of this Lease AgreementLease.

Lessee Payment. If a sale of any Item all Items of Equipment whose Term is then expiring either to Lessee pursuant to Section 28.2 or 28.4 28(b) hereof or to a third party pursuant to Section 28.3 28(c) hereof has not been consummated on the Termination Date with respect thereto for any reason, then Lessee shall shall, on the Termination Date of such Item(s), pay to Lessor as an end End of term Lease Payment adjustmentTerm Rental Adjustment, in immediately available funds, as an adjustment to the Lease Payment Rent payable under this Lease Agreement for such ItemItem(s), an amount equalequal to (i) the Maximum Lessee Risk Amount of all of such Item(s), without duplicationif on such Termination Date no Event of Default or event which, to with notice or passage of time or both would constitute an Event of Default, shall have occurred and be continuing hereunder, or (ii) the sum Estimated Residual Value of all of such Items, if on such Termination Date an Event of Default or event which, with notice or passage of time or both would constitute an Event of Default, shall have occurred and be continuing hereunder, plus, in either case, the Lease Payment Basic Rent due and payable for such Item Item(s) of Equipment on the such Termination Date, if Basic Rent for such Item(s) is payable in arrears, plus all Supplemental Payments then due and owing with respect to such Item(s) plus (i) the Maximum Lessee Risk Amount of such Item, if (x) on the Termination Date no Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, and (y) all Items of Equipment then subject to this Lease Agreement have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, and (z) this Lease Agreement shall not have been terminated prior to the Termination Date or (ii) Acquisition Cost of such Item, if (x) on the Termination Date a Lease Event of Default or Lease Default shall have occurred and be continuing hereunder, or (y) any Item of Equipment then subject to this Lease Agreement shall not have been returned to Lessor on the Termination Date in the condition and at the locations required by Section 6, or (z) this Lease Agreement shall have been terminated prior to the Termination Date; provided, however, if Lessee pays all amounts due for all Equipment in accordance with this clause (ii) on or prior to the Termination Date, Lessor will at the cost of Lessee transfer to or at the direction of Lessee, without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens), all of Lessor's right, title and interest in and to such Item(s), "as-is", "where-is" and at the cost of Lessee furnish to or at the direction of Lessee, if Lessee shall so request, a bill xx sale without recourse or warranty (except as to the absence of Lessor Liens and Collateral Agent Liens) and otherwise in form and substance reasonably satisfactory to Lessee and Lessor, evidencing such transfer. Lessee shall remain liable for the payment of, and upon the consummation by Lessor of the sale of any Item(s) of Equipment on or after the Termination DateDate thereof, Lessee shall pay, or reimburse Lessor for the payment of, all applicable sales, excise or other Taxes taxes imposed as a result of such sale, other than gross or net income taxes attributable to such sale, and such obligation shall survive the termination of this Lease AgreementLease.