Common use of No Release of Obligations Clause in Contracts

No Release of Obligations. The Borrower shall not take, or knowingly permit any ACS Bermuda Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement (other than as permitted herein), the Security Agreement, the Purchase Agreement, the Administrative Agency Agreement, any organizational document of the Borrower or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Lease), the Liquidity Facility (other than as expressly permitted hereunder), the Bermudian Remarketing Services Agreement, or any other Related Document to which the Borrower or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such document, and provided that such actions may be taken or permitted and such releases may be permitted if the prior written consent of the Facility Agent and the Liquidity Facility Provider has been obtained; and provided further that, in any case (i) the Borrower shall not take any action which would result in any amendment or modification to the conflicts standard or duty of care in such agreements and (ii) there must be at all times an administrative agent with respect to the ACS Group Services (as defined in the Administrative Agency Agreement) and a remarketing servicer with respect to all ACS Group Aircraft.

No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Bermuda Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement Indenture (other than as permitted herein), the Security Trust Agreement, the Purchase Agreement, the Administrative Agency Cash Management Agreement, any organizational document of the Borrower Issuer or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Lease), the Liquidity Policy (other than as expressly permitted hereunder), the Initial Credit Facility (other than as expressly permitted hereunder), the Bermudian Remarketing Services Agreement, the Back-Up Remarketing Services Agreement or the Administrative Agency Agreement or any other Related Document to which the Borrower Issuer or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such documentdocument and except that in no event shall the Policy be so terminated (other than as expressly permitted hereunder), and provided that such actions may be taken or permitted and such releases may be permitted (other than with respect to the termination of the Policy) if the Issuer shall have first obtained a Board Resolution determining that such action, permitted action or release does not materially adversely affect the interests of the Holders of the Securities, the Policy Provider or the Initial Credit Facility Provider and having given notice thereof to the Rating Agencies and the prior written consent of the Facility Agent Policy Provider and the Liquidity Initial Credit Facility Provider has been obtained; and provided further that, in any case (i) the Borrower Issuer shall not take any action which would result in any amendment or modification to the conflicts standard or duty of care in such agreements agreements, (ii) except in the circumstances expressly contemplated in this Indenture, the Issuer may not amend the Policy without the unanimous consent of the Holders of the Covered Class A Securities and without obtaining a Rating Agency Confirmation and (iiiii) there must be at all times an administrative agent with respect to the ACS Group Services (as defined in the Administrative Agency Agreement) and a remarketing servicer with respect to all ACS Group Aircraft.

No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Bermuda Issuer Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Issuer Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement Indenture (other than as permitted herein), the Security Trust Agreement, the Purchase any Acquisition Agreement, the Administrative Agency Services Agreement, the Cash Management Agreement, any organizational document of the Borrower Issuer or any ACS Bermuda Subsidiary Issuer Subsidiary, the Policy (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Leaseother than as expressly permitted hereunder), the Initial Liquidity Facility (other than as expressly permitted hereunder), the Bermudian Remarketing Services Reference Agency Agreement, the Servicing Agreement, the Capital Markets Advisory Agreement or any other Related Document to which the Borrower Issuer or any ACS Bermuda Issuer Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Issuer Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such documentdocument and except that in no event shall the Policy be so terminated (other than as expressly permitted hereunder), and provided that such actions may be taken or permitted permitted, and such releases may be permitted (other than with respect to the termination of the Policy), if the Issuer shall have (i) obtained an authorizing resolution of the Board determining that such action, permitted action or release does not materially adversely affect the interests of the Holders or the Policy Provider (ii) given prior notice thereof to the Rating Agencies and (iii) obtained the prior written consent of the Facility Agent and the Liquidity Facility Provider has been obtainedPolicy Provider; and provided further that, in any case (i) the Borrower Issuer shall not take any action which would result in any amendment amend or modification to modify the conflicts standard or duty of care in such agreements the Servicing Agreements, (ii) except in the circumstances expressly contemplated in this Indenture, the Issuer may not amend the Policy without the unanimous consent of the Holders of Notes and without obtaining a Rating Agency Confirmation and (iiiii) there must be at all times an administrative agent with respect to the ACS Issuer Group Services (as defined in the Administrative Agency Services Agreement) and a remarketing servicer (provided that, if the Servicer terminates the Servicing Agreement pursuant to Section 10.02(a) thereof, or the Policy Provider terminates the Servicing Agreement pursuant to Section 10.02(b) thereof, this Section 5.02(a) shall not be violated if the Issuer uses its best efforts to obtain a successor servicer) with respect to all ACS Group AircraftAircraft in the Portfolio.

No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Bermuda Issuer Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Issuer Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement Indenture (other than as permitted herein), the Security Trust Agreement, any Acquisition Agreement, any organizational document of any Issuer Subsidiary, the Purchase Loan, Expenses Apportionment and Guarantee Agreement, the Administrative Agency Agreement, any organizational document of the Borrower or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Lease), the Liquidity Facility Policy (other than as expressly permitted provided hereunder), the Bermudian Remarketing Services Cash Management Agreement, the Reference Agency Agreement, the Servicing Agreement or any other Related Document to which the Borrower Issuer or any ACS Bermuda Issuer Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such documentdocument and except that in no event shall the Policy be so terminated (other than as expressly provided hereunder), and provided that such actions may be taken or permitted permitted, and such releases may be permitted (other than with respect to the termination of the Policy), if the Issuer shall have first obtained a Board Resolution determining that such action, permitted action or release does not materially adversely affect the interests of the Holders or the Policy Provider and having given prior notice thereof to the Rating Agencies and the prior written consent of the Facility Agent and the Liquidity Facility Policy Provider has been obtained; and provided further that, in any case (i) the Borrower Issuer shall not take any action which would result in any amendment or modification to the conflicts standard or duty of care in such agreements agreements, (ii) except in the circumstances expressly contemplated in this Indenture, the Issuer may not amend the Policy without the unanimous consent of the Holders of Class G Notes and without obtaining a Rating Agency Confirmation and (iiiii) there must be at all times an administrative agent with respect to the ACS Issuer Group Services (as defined in the Administrative Agency Agreement) and a remarketing servicer with respect to all ACS Group AircraftAircraft in the Portfolio.

No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Bermuda Issuer Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Issuer Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement Indenture (other than as permitted herein), the Security Trust Agreement, any Acquisition Agreement, the Purchase Management Agreement, the Administrative Agency Cash Management Agreement, any organizational document of the Borrower Issuer or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Lease)Issuer Subsidiary, the Liquidity Facility Policy (other than as expressly permitted hereunder), the Bermudian Remarketing Services Reference Agency Agreement, the Servicing Agreement, the Hedge Overview Services Agreement or any other Related Document to which the Borrower Issuer or any ACS Bermuda Issuer Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Issuer Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such documentdocument and except that in no event shall the Policy be so terminated (other than as expressly permitted hereunder), and provided that such actions may be taken or permitted permitted, and such releases may be permitted (other than with respect to the termination of the Policy), if the Issuer shall have (i) obtained an authorizing resolution of the Board determining that such action, permitted action or release does not materially adversely affect the interests of the Holders or the Policy Provider (ii) given prior notice thereof to the Rating Agencies and (iii) obtained the prior written consent of the Facility Agent and the Liquidity Facility Provider has been obtainedPolicy Provider; and provided further that, in any case (i) the Borrower Issuer shall not take any action which would result in any amendment amend or modification to modify the conflicts standard or duty of care in such agreements the Servicing Agreements, (ii) except in the circumstances expressly contemplated in this Indenture, the Issuer may not amend the Policy without the unanimous consent of the Holders of Notes and without obtaining a Rating Agency Confirmation and (iiiii) there must be at all times an administrative agent a manager with respect to the ACS Issuer Group Services (as defined in the Administrative Agency Management Agreement) and a remarketing servicer (provided that, if the Servicer terminates the Servicing Agreement pursuant to Section 10.02(a) thereof, or the Policy Provider terminates the Servicing Agreement pursuant to Section 10.02(b) thereof, this Section 5.02(a) shall not be violated if the Issuer uses its best efforts to obtain a successor servicer) with respect to all ACS Group AircraftAircraft in the Portfolio.

No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Bermuda Subsidiary to take, any action which would amend, terminate (other than any termination in connection with the replacement of such agreement with an agreement on terms substantially no less favorable to the ACS Bermuda Group than the agreement being terminated) or discharge or prejudice the validity or effectiveness of this Intercreditor Agreement Indenture (other than as permitted herein), the Security Trust Agreement, the Purchase Agreement, the Administrative Agency Cash Management Agreement, any organizational document of the Borrower Issuer or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any direct or indirect interest in an Aircraft or a Lease), the Liquidity Policy (other than as expressly permitted hereunder), the Initial Credit Facility (other than as expressly permitted hereunder), the Bermudian Remarketing Services Agreement, the Back-Up Remarketing Services Agreement, the Administrative Agency Agreement or the Hedge Overview Services Agreement or any other Related Document to which the Borrower Issuer or any ACS Bermuda Subsidiary (unless such ACS Bermuda Subsidiary no longer holds any interest in an Aircraft or a Lease) is a party or permit any other party (other than an ACS Group Member) to any such document to be released from such obligations, except, in each case, as permitted or contemplated by the terms of such documentdocument and except that in no event shall the Policy be so terminated (other than as expressly permitted hereunder), and provided that such actions may be taken or permitted and such releases may be permitted (other than with respect to the termination of the Policy) if the Issuer shall have first obtained a Board Resolution determining that such action, permitted action or release does not materially adversely affect the interests of the Holders of the Securities, the Policy Provider or the Initial Credit Facility Provider and having given notice thereof to the Rating Agencies and the prior written consent of the Facility Agent Policy Provider and the Liquidity Initial Credit Facility Provider has been obtained; and provided further that, in any case (i) the Borrower Issuer shall not take any action which would result in any amendment or modification to the conflicts standard or duty of care in such agreements agreements, (ii) except in the circumstances expressly contemplated in this Indenture, the Issuer may not amend the Policy without the unanimous consent of the Holders of the Covered Class A Securities and without obtaining a Rating Agency Confirmation and (iiiii) there must be at all times an administrative agent with respect to the ACS Group Services (as defined in the Administrative Agency Agreement) and a remarketing servicer with respect to all ACS Group Aircraft.