Common use of Liquidation Event of Default; Limited Liquidation Event of Default Clause in Contracts

Liquidation Event of Default; Limited Liquidation Event of Default. If a Liquidation Event of Default or a Limited Liquidation Event of Default shall have occurred and be continuing (other than any Limited Liquidation Event of Default relating solely to any Segregated Series of Notes), the Trustee, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF and the Collateral Agent to exercise (and HVF agrees to exercise) all rights, remedies, powers, privileges and claims of HVF relating to the Collateral against any party to any Related Documents (other than any Related Document relating solely to any Segregated Series of Notes) arising as a result of the occurrence of such Liquidation Event of Default or Limited Liquidation Event of Default, as the case may be, or otherwise, including the right or power to take any action to compel performance or observance by any such party of its obligations to HVF as such obligations relate to the Collateral and the right to terminate all or a portion of the HVF Lease and take possession of HVF Vehicles and to give any consent, request, notice, direction, approval, extension or waiver in respect of such HVF Lease, and any right of HVF to take such action independent of such direction shall be suspended. If and whenever a Liquidation Event of Default or a Limited Liquidation Event of Default with respect to any Series of Notes Outstanding shall have occurred and be continuing, the Trustee may and, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF to terminate (a) the Nominee Power of Attorney granted to Hertz and direct the Nominee to grant a Nominee Power of Attorney to HVF, the Collateral Agent or the Trustee, as specified by the Trustee, pursuant to Section 2(c) of the Nominee Agreement, (b) the Power of Attorney granted to Hertz pursuant to Section 2.6(b) of the Collateral Agency Agreement, (c) the Hertz Nominee Power of Attorney granted to Hertz and direct the Hertz Nominee to xxxxx x Xxxxx Nominee Power of Attorney to the Trustee or the Collateral Agent and/or (d) the HFC Nominee Power of Attorney granted to HFC and direct the HFC Nominee to grant a HFC Nominee Power of Attorney to the Trustee or the Collateral Agent, in each case solely to the extent such powers of attorney relate to the Collateral.

Liquidation Event of Default; Limited Liquidation Event of Default. If a Liquidation Event of Default or a Limited Liquidation Event of Default shall have occurred and be continuing (other than any Limited Liquidation Event of Default relating solely to any Segregated Series of Notes)continuing, the Trustee, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF ZVF and the Collateral Agent to exercise (and HVF ZVF agrees to exercise) all rights, remedies, powers, privileges and claims of HVF ZVF relating to the Collateral against any party to any Related Documents (other than any Related Document relating solely to any Segregated Series of Notes) arising as a result of the occurrence of such Liquidation Event of Default or Limited Liquidation Event of Default, as the case may be, or otherwise, including the right or power to take any action to compel performance or observance by any such party of its obligations to HVF ZVF as such obligations relate to the Collateral and the right to terminate all or a portion of the HVF ZVF Lease and take possession of HVF ZVF Vehicles and to give any consent, request, notice, direction, approval, extension or waiver in respect of such HVF ZVF Lease, and any right of HVF ZVF to take such action independent of such direction shall be suspended. If and whenever a Liquidation Event of Default or a Limited Liquidation Event of Default with respect to any Series of Notes Outstanding shall have occurred and be continuing, the Trustee may and, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF ZVF to terminate (a) the Nominee Power of Attorney granted to Hertz and direct the Nominee to grant a Nominee Power of Attorney to HVF, the Collateral Agent or the Trustee, as specified by the Trustee, pursuant to Section 2(c) of the Nominee Agreement, (b) the Power of Attorney granted to Hertz Zipcar pursuant to Section 2.6(b2.5(b) of the Collateral Agency Agreement, (c) the Hertz Nominee Power of Attorney granted to Hertz and direct the Hertz Nominee to xxxxx x Xxxxx Nominee Power of Attorney to the Trustee or the Collateral Agent and/or (d) the HFC Nominee Power of Attorney granted to HFC and direct the HFC Nominee to grant a HFC Nominee Power of Attorney to the Trustee or the Collateral Agent, in each case solely to the extent such powers power of attorney relate relates to the Collateral.

Liquidation Event of Default; Limited Liquidation Event of Default. If a Liquidation Event of Default or a Limited Liquidation Event of Default shall have occurred and be continuing (other than any Limited Liquidation Event of Default relating solely to any Segregated Series of Notes)continuing, the Trustee, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF and the Collateral Agent to exercise (and HVF agrees to exercise) all rights, remedies, powers, privileges and claims of HVF relating to the Collateral against any party to any Related Documents (other than any Related Document relating solely to any Segregated Series of Notes) arising as a result of the occurrence of such Liquidation Event of Default or Limited Liquidation Event of Default, as the case may be, or otherwise, including the right or power to take any action to compel performance or observance by any such party of its obligations to HVF as such obligations relate to the Collateral and the right to terminate all or a portion of the HVF Lease and take possession of HVF Vehicles and to give any consent, request, notice, direction, approval, extension or waiver in respect of such HVF Lease, and any right of HVF to take such action independent of such direction shall be suspended. If and whenever a Liquidation Event of Default or a Limited Liquidation Event of Default with respect to any Series of Notes Outstanding shall have occurred and be continuing, the Trustee may and, at the written direction of the Requisite Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF to terminate (a) the Nominee Power of Attorney granted to Hertz and direct the Nominee to grant a Nominee Power of Attorney to HVF, the Collateral Agent or the Trustee, as specified by the Trustee, pursuant to Section 2(c) of the Nominee Agreement, (b) the Power of Attorney granted to Hertz pursuant to Section 2.6(b) of the Collateral Agency Agreement, (c) the Hertz Nominee Power of Attorney granted to Hertz and direct the Hertz Nominee to xxxxx x Xxxxx Nominee Power of Attorney to the Trustee or the Collateral Agent and/or (d) the HFC Nominee Power of Attorney granted to HFC and direct the HFC Nominee to grant a HFC Nominee Power of Attorney to the Trustee or the Collateral Agent, in each case solely to the extent such powers of attorney relate to the Collateral.

Liquidation Event of Default; Limited Liquidation Event of Default. If a Liquidation Event of Default or a Limited Liquidation Event of Default shall have occurred and be continuing (other than any Limited Liquidation Event of Default relating solely to any Segregated Series of Notes)continuing, the Trustee, at the written direction of the Requisite Majority Indenture Investors (in the case of a Liquidation Event of Default) or the Required Series Noteholders of the applicable Series of Notes with respect to which such Limited Liquidation Event of Default has occurred (in the case of a Limited Liquidation Event of Default), shall direct HVF III and the Collateral Agent (on behalf of itself and the Vehicle-Only Collateral Agent) to exercise (and HVF III agrees to exercise) all rights, remedies, powers, privileges and claims of HVF III relating to the Collateral against any party to any Related Documents (other than any Related Document relating solely to any Segregated Series of Notes) arising as a result of the occurrence of such Liquidation Event of Default or Limited Liquidation Event of Default, as the case may be, or otherwise, including the right or power to take any action to compel performance or observance by any such party of its obligations to HVF III as such obligations relate to the Collateral and the right to terminate all or a portion of the HVF Lease and to take possession of HVF Vehicles (or, in the case of the Collateral Agent or the Vehicle-Only Collateral Agent, if no Back-up Disposition Agent has been appointed, to retain an agent to take possession of the Vehicles) and to give any consent, request, notice, direction, approval, extension or waiver in respect of such HVF Lease, and any right of HVF III to take such action independent of such direction shall be suspended. If and whenever a Liquidation Event of Default or a Limited Liquidation Event of Default with respect to any Series of Notes Outstanding shall have occurred and be continuing, the Trustee may and, at the written direction of the Requisite Majority Indenture Investors (in the case of a Liquidation Event of Default) or the Required Series Noteholders of the applicable Series of Notes with respect to which such Limited Liquidation Event of Default has occurred (in the case of a Limited Liquidation Event of Default), shall direct HVF III to terminate (a) the Nominee Power of Attorney granted to Hertz and direct the Nominee to grant a Nominee Power of Attorney to HVFHVF III, the Collateral Agent (on behalf of itself and the Vehicle-Only Collateral Agent), the Trustee or if no Back-up Disposition Agent has been appointed, an agent of the Collateral Agent, the Vehicle-Only Collateral Agent or Trustee, as specified by the Trustee, pursuant to Section 2(c2.5 (Powers of Attorney) of the Nominee Agreement, Agreement and/or (b) the Power of Attorney granted to Hertz pursuant to Section 2.6(b) (Certificates of Title) of the Collateral Agency Agreement, (c) the Hertz Nominee Power of Attorney granted to Hertz and direct the Hertz Nominee to xxxxx x Xxxxx Nominee Power of Attorney to the Trustee or the Collateral Agent and/or (d) the HFC Nominee Power of Attorney granted to HFC and direct the HFC Nominee to grant a HFC Nominee Power of Attorney to the Trustee or the Collateral Agent, in each case solely to the extent such powers of attorney relate to the Collateral.

Liquidation Event of Default; Limited Liquidation Event of Default. If a Liquidation Event of Default or a Limited Liquidation Event of Default shall have occurred and be continuing (other than any Limited Liquidation Event of Default relating solely to any Segregated Series of Notes)continuing, the Trustee, at the written direction of the Requisite HVIF Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of HVIF Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF HVIF and the Collateral Agent to exercise (and HVF HVIF agrees to exercise) all rights, remedies, powers, privileges and claims of HVF HVIF relating to the HVIF Collateral against any party to any Related Documents (other than any Related Document relating solely to any Segregated Series of Notes) arising as a result of the occurrence of such Liquidation Event of Default or Limited Liquidation Event of Default, as the case may be, or otherwise, including the right or power to take any action to compel performance or observance by any such party of its obligations to HVF HVIF as such obligations relate to the HVIF Collateral and the right to terminate all or a portion of the HVF HVIF Lease and to take possession of HVF HVIF Vehicles (or, in the case of the Collateral Agent, if no Back-Up Disposition Agent has been appointed, to retain an agent to take possession of the HVIF Vehicles) and to give any consent, request, notice, direction, approval, extension or waiver in respect of such HVF HVIF Lease, and any right of HVF HVIF to take such action independent of such direction shall be suspended. If and whenever a Liquidation Event of Default or a Limited Liquidation Event of Default with respect to any Series of HVIF Notes Outstanding shall have occurred and be continuing, the Trustee may and, at the written direction of the Requisite HVIF Investors (in the case of a Liquidation Event of Default) or the Required Noteholders of the applicable Series of HVIF Notes (in the case of a Limited Liquidation Event of Default), shall direct HVF HVIF to terminate (a) the Nominee Power of Attorney granted to Hertz and direct the Nominee to grant a Nominee Power of Attorney to HVFHVIF, the Collateral Agent, the Trustee or if no Back-Up Disposition Agent has been appointed, an agent of the Collateral Agent or the Trustee, as specified by the Trustee, pursuant to Section 2(c) 2.5 of the Nominee Agreement, Agreement and/or (b) the Power of Attorney granted to Hertz pursuant to Section 2.6(b) of the Collateral Agency Agreement, (c) the Hertz Nominee Power of Attorney granted to Hertz and direct the Hertz Nominee to xxxxx x Xxxxx Nominee Power of Attorney to the Trustee or the Collateral Agent and/or (d) the HFC Nominee Power of Attorney granted to HFC and direct the HFC Nominee to grant a HFC Nominee Power of Attorney to the Trustee or the Collateral Agent, in each case solely to the extent such powers of attorney relate to the HVIF Collateral.