MANUFACTURER EVENTS OF DEFAULT. (a) Upon the occurrence of a Manufacturer Event of Default with respect to any Manufacturer (a "Defaulting Manufacturer"), each Lessee, on behalf of the Lessor (i) shall no longer place Vehicle Orders for additional Program Vehicles from such Manufacturer and (ii) shall cancel any Vehicle Order with such Defaulting Manufacturer for any Program Vehicle with respect to which a VIN has not been assigned as of the date such Manufacturer Event of Default occurs.
(b) Upon the occurrence of a Manufacturer Event of Default, each Lessee agrees to (i) act at the direction of the Lessor, the Lender or the Trustee to take commercially reasonable action to liquidate the Program Vehicles subject to a Manufacturer Program with respect to which such Manufacturer Event of Default has occurred or (ii) convert such Program Vehicles to Non-Program Vehicles in accordance with Section 2.7 hereof and subject to the limitations set forth therein.
(c) Upon the occurrence of a Manufacturer Event of Default, except as provided in Section 13.3, no Lessee shall be liable for any failure by the Lessor to recover all or any portion of the Repurchase Price with respect to any Program Vehicles subject to the Manufacturer Program of the Defaulting Manufacturer; provided, however, that nothing in this Section 19 shall be construed to modify, terminate or otherwise affect the Lessees' obligations under this Agreement.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of any of the following events (each, a “Manufacturer Event of Default”) with respect to a Manufacturer, the Lessees on behalf of the Lessor shall (a) no longer place Vehicle Orders for additional Program Vehicles from such Manufacturer (each, a “Defaulting Manufacturer”), (b) no longer turn back Program Vehicles for repurchase under any Vehicle Disposition Program that is a repurchase program of a Defaulting Manufacturer, and (c) cancel any Vehicle Order with such Defaulting Manufacturer to which a vehicle identification number (a “VIN”) has not been assigned as of the date such Manufacturer Event of Default occurs:
Section 18.1. The failure of such Manufacturer to pay Guaranteed Payments, Repurchase Payments and/or Incentive Payments due under, respectively, such Manufacturer’s Vehicle Disposition Programs and its incentive programs, in an aggregate amount in excess of $40,000,000 (net of amounts that are the subject of a good faith dispute, as evidenced in writing by either the applicable Lessee or the Manufacturer questioning the accuracy of the amounts paid or payable in respect of any such Vehicle Disposition Programs or incentive programs), which failure, in the case of each such Guaranteed Payment, Repurchase Payment and/or Incentive Payment included in such amount in excess of $40,000,000 continues for more than ninety (90) days following the Disposition Date for the related Vehicle.
Section 18.2. The occurrence and continuance for a period of thirty (30) days of an Event of Bankruptcy with respect to such Manufacturer, and the Confirmation Condition is not satisfied; provided, that for the purposes of clauses (a) through (c) of Section 18, the Lessees and the Lessor agree to take (or refrain from taking) the actions specified in such clauses during the thirty (30) day period following such Event of Bankruptcy.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of a Manufacturer Event of Default set forth in clauses (i) or (ii) of the definition thereof with respect to a Manufacturer, the Group IV Lessees on behalf of the Group IV Lessor (a) shall no longer place Vehicle Orders for additional Group IV Vehicles from such Manufacturer (each, a "DEFAULTING MANUFACTURER"), and (b) shall cancel any Vehicle Order for Group IV Vehicles of such Defaulting Manufacturer to which a vehicle identification number (a "VIN") has not been assigned as of the date of such Manufacturer Event of Default (to the extent such Vehicle Order is cancelable, with or without penalty). Notwithstanding the foregoing , upon the occurrence of a Manufacturer Event of Default set forth in clause (iii) of the definition thereof with respect to a Manufacturer (each, a "DEFAULTED MANUFACTURER"), the Group IV Lessees on behalf of the Group IV Lessor (a) shall no longer place Vehicle Orders for additional Program Vehicles from such Defaulted Manufacturer, and (b) shall cancel any Vehicle Order for Program Vehicles of such Defaulted Manufacturer to which a VIN has not been assigned as of the date of such Manufacturer Event of Default (to the extent such Vehicle Order is cancelable, with or without penalty); PROVIDED that the Group IV Lessees shall not be required to cancel Vehicle Orders for Non-Program Vehicles of such Defaulted Manufacturer.
MANUFACTURER EVENTS OF DEFAULT. If a Manufacturer Event of Default occurs and is continuing with respect to a Manufacturer that is a Manufacturer of Program Vehicles at the time of such event, the Lessees on behalf of the Lessor shall (a) no longer place Vehicle Orders for additional Program Vehicles from such Manufacturer (each, a “Defaulting Manufacturer”), (b) no longer turn back Program Vehicles for repurchase under any Vehicle Disposition Program of a Defaulting Manufacturer, (c) either (i) convert such Program Vehicles to Non-Program Vehicles in accordance with Section 14(a) or (ii) act at the direction of the Lessor or, to the extent permitted under any Group VII Indenture, the Trustee, to take commercially reasonable action to liquidate the Program Vehicles with respect to such Manufacturer (provided that if such Manufacturer Event of Default is cured and no longer continuing at any time when the Lessee is liquidating such Program Vehicles, the Lessee may cease liquidating such Program Vehicles) and (d) to the extent not legally prohibited from doing so, cancel any Vehicle Order with such Defaulting Manufacturer for Program Vehicles to which a vehicle identification number (a “VIN”) has not been assigned as of the date such Manufacturer Event of Default occurs.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of any of the following events (each, a "Manufacturer Event of Default") with respect to a Manufacturer, the Lessee on behalf of the Lessor (a) shall no longer place Vehicle Orders for additional Program Vehicles from such Manufacturer (each, a "Defaulting Manufacturer") and (b) shall cancel any Vehicle Order with such Defaulting Manufacturer to which a vehicle identification number (a "VIN") has not been assigned as of the date such Manufacturer Event of Default occurs:
Section 18.1. The failure of such Manufacturer to pay Guaranteed Payments, Repurchase Payments and/or Incentive Payments due under, respectively, such Manufacturer's Vehicle Disposition Programs and its incentive programs, in an aggregate amount in excess of $15,000,000 (net of amounts that are the subject of a good faith dispute, as evidenced in writing by either the Lessee or the Manufacturer questioning the accuracy of the amounts paid or payable in respect of any such Vehicle Disposition Programs or incentive programs), which failure, in the case of each such Guaranteed Payment, Repurchase Payment and/or Incentive Payment included in such amount in excess of $15,000,000, continues for more than ninety (90) days following the Disposition Date of the related Vehicle.
Section 18.2. The occurrence of an Event of Bankruptcy with respect to such Manufacturer.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of any of the following events (each, a "Manufacturer Event of Default") with respect to any Manufacturer, the relevant Lessee on behalf of the Lessor (a) shall no longer place Group II Vehicle Orders from such Manufacturer (each, a "Defaulting Manufacturer") for any additional Group II Vehicles and (b) shall cancel any Group II Vehicle Order with such Defaulting Manufacturer to which a VIN has not been assigned as of the date such Manufacturer Event of Default occurs:
18.1 The failure of such Manufacturer to pay any amount when due pursuant to the related Repurchase Program with respect to a Repurchase Vehicle which was leased under any Lease and turned in to such Manufacturer or delivered to an authorized auction site pursuant to the related Repurchase Program; provided, however, that such failure continues for more than 90 days following the Turnback Date such that the aggregate of any such amounts not paid for more than 90 days are in the aggregate in excess of $40,000,000 net of amounts that are the subject of a good faith dispute as evidenced in writing by either a member of the Lessee Group or the Manufacturer questioning the accuracy of the amounts paid or payable in respect of certain Group II Repurchase Vehicles tendered for repurchase, or delivered to an authorized auction site, under a Repurchase Program.
18.2 The termination of such Manufacturer's Repurchase Program.
18.3 The occurrence of an Event of Bankruptcy with respect to such Manufacturer.
18.4 Such Manufacturer is no longer an Eligible Manufacturer.
18.5 The Repurchase Program of a Manufacturer shall no longer be an Eligible Repurchase Program.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of a Manufacturer Event of Default with respect to a Manufacturer (each, a “Defaulted Manufacturer”), the Lessees on behalf of the Lessor (a) shall no longer place Vehicle Orders for additional Program Vehicles from such Defaulted Manufacturer, and (b) shall cancel any Vehicle Order for Program Vehicles of such Defaulted Manufacturer to which a VIN has not been assigned as of the date of such Manufacturer Event of Default (to the extent such Vehicle Order is cancelable, with or without penalty). Upon the occurrence of a Manufacturer Event of Default, the Servicer agrees to (i) act at the direction of the Lessor or the Trustee to take commercially reasonable action to liquidate the Program Vehicles subject to a Manufacturer Program with respect to which such Manufacturer Event of Default has occurred or (ii) convert such Program Vehicles to Non-Program Vehicles promptly, or in the case of a Specified Manufacturer Event of Default, within 30 days of the occurrence of such Specified Manufacturer Event of Default in accordance with Section 14 and subject to the limitations set forth therein.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of any of the following events (each, a "Manufacturer Event of Default") with respect to a Manufacturer, the Lessees on behalf of the Lessor (a) shall no longer place Vehicle Orders for additional Program Vehicles from such Manufacturer (each, a "Defaulting Manufacturer") and (b) shall cancel any Vehicle Order with such Defaulting Manufacturer to which a vehicle identification number (a "VIN") has not been assigned as of the date such Manufacturer Event of Default occurs:
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of a Manufacturer Event of Default with respect to any Manufacturer (such Manufacturer, a "DEFAULTING MANUFACTURER"), except as provided in SECTION 13.3, no Sublessee shall be liable for any failure by the Sublessor to recover all or any portion of the Repurchase Price with respect to any Program Vehicles subject to the Manufacturer Program of the Defaulting Manufacturer; PROVIDED, HOWEVER, that nothing in this SECTION 19 shall be construed to modify, terminate or otherwise affect any Sublessee's obligations under this Agreement.
MANUFACTURER EVENTS OF DEFAULT. Upon the occurrence of any of the following events (each, a "Manufacturer Event of Default") with respect to any Manufacturer (subject to the provisions of Section 20 hereof regarding Eligibility Waiver Events), the relevant Lessee on behalf of the Lessor (a) shall no longer place Group IV Vehicle Orders from such Manufacturer (each, a "Defaulting Manufacturer") for (x) any additional Group IV Vehicles in the event of any Manufacturer Event of Default arising under Section 18.1 or 18.3, (y) any additional Group IV Repurchase Vehicles in the event of any Manufacturer Event of Default arising under Section 18.2, 18.4(i) or 18.5 and (z) any additional Group IV Non-Repurchase Vehicles in the event of any Manufacturer Event of Default arising under Section 18.4(ii) and (b) shall cancel any Group IV Vehicle Order with such Defaulting Manufacturer to which a VIN has not been assigned as of the date such Manufacturer Event of Default occurs:
18.1 The failure of such Manufacturer to pay any amount when due pursuant to the related Repurchase Program with respect to a Repurchase Vehicle (whether Group IV Repurchase Vehicles or otherwise) turned in to such Manufacturer or delivered to an authorized auction site pursuant to the related Repurchase Program; provided, however, that (a) in the case of an Eligible Type I Repurchase Manufacturer, such failure continues for more than sixty (60) days following the Turnback Date such that the aggregate of any such amounts not paid for more than 60 days are in the aggregate in excess of $40,000,000 in respect of Group IV Vehicles and (b) in the case of an Eligible IV Type II Repurchase Manufacturer, such failure continues for more than forty-five (45) days following the Turnback Date such that the aggregate of any such amounts not paid for more than 45 days are in the aggregate in excess of $10,000,000 in respect of Group IV Vehicles or such higher amount determined by the Rating Agencies (or the Required Noteholders of any Group IV Series of Notes that is not rated), and, in all cases, net of amounts that are the subject of a good faith dispute as evidenced in writing by either a member of the Lessee Group or the Manufacturer questioning the accuracy of the amounts paid or payable in respect of certain Repurchase Vehicles tendered for repurchase, or delivered to an authorized auction site, under a Repurchase Program.
18.2 The termination of such Manufacturer's Repurchase Program (subject to the provisions of Section 20 hereof r...
