Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision of this Lease shall in any event be effective unless the same shall be in writing and signed and delivered by the Lessor, the Lessees, and (except as to the matters referred to in Section 28.3) the Guarantor and consented to in writing by the Trustee acting at the direction and on behalf of the Required Noteholders with respect to each Series of Group I Notes under the Base Indenture. A copy of any such amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee or the Group I Noteholders, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Lease; provided, however, that (i) any such action shall not have a materially adverse effect on the interests of any Group I Noteholders as set forth, at the request of the Trustee, in an Opinion of Counsel and a certificate of the Lessor and Lessees addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 2 contracts
Samples: Master Motor Vehicle Lease and Servicing Agreement (Vanguard Car Rental Group Inc.), Master Motor Vehicle Lease And (Vanguard Car Rental Group Inc.)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Group IV Noteholders and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureIV. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthIV Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group IV Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Group II Noteholders and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureII. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers' certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group II Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall Agreement will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Group I Noteholders and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureI. If any part of this Agreement is not valid or enforceable according to law, all other parts will remain enforceable. A copy The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee or the Group I any Noteholders, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect on the interests of any Enhancement Provider for a Series of Notes included in Group I Noteholders as set forthI, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers' certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in Group I and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf Trustee, the Required Noteholders (provided, however, that the consent of the Required Noteholders shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Group VII Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes that is a Group I Notes under the Base IndentureVII Series of Notes. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Group VII Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthVII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group VII Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: And Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf Trustee, the Required Noteholders (provided, however, that the consent of the Required Noteholders shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Group V Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureV. If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. A copy The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Group V Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthV Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group V Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: And Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Group III Noteholders and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureIII. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthIII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers' certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group III Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision of this Lease shall in any event be effective unless (a) the same shall be in writing and signed and delivered by the Lessor, the Lessees, and (except as to the matters referred to in Section 28.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Trustee, Required VFN Noteholders and the direction Majority Credit Enhancers, and on behalf (b) the Lessor shall have received in writing confirmation from each of the Required Noteholders Rating Agencies that its then current rating with respect to each Series of Group I any Commercial Paper Notes under the Base Indenture. A copy of any such amendment, modification, waiver will not be reduced or consent shall be delivered to the Master Collateral Agentwithdrawn as a result thereof. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee or the Group I Series 1997 Variable Funding Noteholders, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect on the interests of the providers of Enhancement for any Group I Series 1997 Variable Funding Notes or the Series 1997 Variable Funding Noteholders as set forth, at the request of the Trustee, in an Opinion of Counsel and a certificate of the Lessor and Lessees addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series 1997 Variable Funding Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Vehicle Lease and Servicing Agreement (Republic Industries Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf Trustee, the Required Noteholders (provided, however, that the consent of the Required Noteholders shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureIV. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthIV Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group IV Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Master Motor Vehicle Lease (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent, the direction and on behalf of Trustee, the Required Noteholders Controlling Noteholder with respect to each Series of Notes that is a Group I VI Series of Notes under (or, if there is no Controlling Noteholder for an Outstanding Group VI Series of Notes, the Base Indenture. A copy Required Noteholders for such Series) (provided, however, that the consent of such Controlling Noteholder or Required Noteholders, as the case may be, shall not be a condition precedent to the effectiveness or validity of any such amendment, modification, waiver or consent shall be delivered action taken with respect to the Master Collateral Agentterms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Group VI Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes that is a Group VI Series of Notes. If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each applicable Rating Agency (if any) of any such waiver, modification or amendment. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Group VI Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthVI Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group VI Series of Notes and (as applicable) each applicable Rating Agency (if any) in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: And Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall Agreement will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by written instrument signed and delivered by the Lessor, the Lessees, Lessor and (except as to the matters referred to in Section 28.3) the Guarantor each Lessee and consented to in writing by the Trustee acting at the direction and on behalf of the Required Noteholders Trustee, each Enhancement Provider with respect to each any Group II Series of Notes and, if the Series 2000-1 Notes are still outstanding, the Lender in respect thereof. If any part of this Agreement is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency, and to the Lender or Note Purchaser for each Group I Notes under the Base Indenture. A copy II Series of Notes, of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 2227, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease Agreement to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease Agreement that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect on the interests of any Enhancement Provider for a Group I Noteholders as set forth, at the request II Series of the Trustee, in Notes based upon an Opinion of Counsel and a certificate an Officers' Certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee and (as applicable) Trustee, each Rating Agency Enhancement Provider with respect to any Group II Series of Notes in accordance with the notice provisions hereof of the related Series Supplement not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Noteholders with respect to each Series of Notes that is a Group I VIII Series of Notes under (provided, however, that (a) the Base Indenture. A copy consent of the Required Noteholders with respect to any Series of Notes that is a Group VIII Series of Notes shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease (i) if such action will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Group VIII Noteholders in this Lease or (ii) if the Series Supplement with respect to such Series of Notes expressly permits the Lessor to amend, modify or waive provisions of this Lease without the consent of the Required Noteholders of such Series of Notes to the extent such amendment, modification, modification or waiver or consent shall be delivered does not adversely affect in any material respect the interests of the Noteholders of such Series of Notes) and each Enhancement Provider with respect to each Series of Notes that is a Group VIII Series of Notes (to the Master Collateral Agentextent such consent is required pursuant to the terms of the applicable Series Supplement). If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Group VIII Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthVIII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group VIII Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Master Motor Vehicle Lease (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf Trustee, the Required Noteholders (provided, however, that the consent of the Required Noteholders shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureII. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group II Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Master Motor Vehicle Lease (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf of Trustee, the Required Noteholders with respect to each Series of Notes that is a Group I VII Series of Notes under (provided, however, that the Base Indenture. A copy consent of the Required Noteholders with respect to any Series of Notes that is Group VII Series of Notes shall not be a condition precedent to the effectiveness or validity of any such amendment, modification, waiver or consent shall be delivered action taken with respect to the Master Collateral Agentterms of this Lease if such action will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Group VII Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes that is a Group VII Series of Notes (to the extent such consent is required pursuant to the applicable Series Supplement). Notwithstanding the foregoing, the consent of any Enhancement Provider with respect to a Series of Notes that is a Group VII Series of Notes is required to amend this Lease to the extent such amendment would materially adversely impact the rights or obligations of such Enhancement Provider hereunder. If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee or Master Collateral Agent, the Trustee, any Group I VII Noteholders, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect on the interests of any Group I Noteholders as set forth, at the request of the Trustee, in an Opinion of Counsel and a certificate of the Lessor and Lessees addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group VII Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: And Servicing Agreement (Dollar Thrifty Automotive Group Inc)
Modification and Severability. No delay on the part of the Lessor, the Trustee or the Master Collateral Agent in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by any of them of any right, power or remedy preclude other or further exercise thereof, or the exercise of any other right, power or remedy. No amendment, modification or waiver of, or consent with respect to, any provision The terms of this Lease shall will not be waived, altered, modified, amended, supplemented or terminated in any event be effective unless the same shall be in writing and manner whatsoever except by a written instrument signed and delivered by the Lessor, the Lessees, each Lessee and (except as to the matters referred to in Section 28.327.3) the Guarantor Guarantor, and consented to in writing by the Trustee acting at Master Collateral Agent and the direction and on behalf Trustee, the Required Noteholders (provided, however, that the consent of the Required Noteholders shall not be a condition precedent to the effectiveness or validity of any such action taken with respect to the terms of this Lease that will not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of the Noteholders in this Lease) and each Enhancement Provider with respect to each Series of Notes included in Group I Notes under the Base IndentureIII. A copy If any part of this Lease is not valid or enforceable according to law, all other parts will remain enforceable. The Lessor shall provide prompt written notice to each Rating Agency of any such waiver, modification or amendment, modification, waiver or consent shall be delivered to the Master Collateral Agent. Notwithstanding the foregoing provisions of this Section 22, the Lessor, the Lessees and the Guarantor may, at any time and from time to time, without the consent of the Trustee Master Collateral Agent, the Trustee, any Noteholders or the Group I Noteholdersany Enhancement Provider, enter into any amendment, supplement or other modification to this Lease to cure any apparent mistake, ambiguity or defect or to correct or supplement any provision in this Lease that may be inconsistent with any other provision herein or to make any other provisions with respect to matters or questions arising under this Leaseherein; provided, however, that (i) any such action shall not have a materially adverse effect Material Adverse Effect on the interests of any Enhancement Provider for a Series of Notes included in the Group I Noteholders as set forthIII Series of Notes, based upon, at the request of the Trustee, in an Opinion of Counsel and a an officers’ certificate of the Lessor and Lessees each Lessee addressed to the Trustee and (ii) a copy of such amendment, supplement or other modification is furnished to the Trustee Trustee, each Enhancement Provider with respect to any Series of Notes included in the Group III Series of Notes and (as applicable) each Rating Agency in accordance with the notice provisions hereof not later than ten days prior to the execution thereof by the Lessor, the Lessees and the Guarantor.
Appears in 1 contract
Samples: Master Motor Vehicle Lease (Dollar Thrifty Automotive Group Inc)