No Release of Obligations. The Borrower shall not take, or knowingly permit any ACS Ireland 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 Ireland 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 Ireland Subsidiary (unless such ACS Ireland 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 Irish Remarketing Services Agreement, or any other Related Document to which the Borrower or any ACS Ireland Subsidiary (unless such ACS Ireland 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.
Appears in 2 contracts
Samples: Intercreditor Agreement (Aircastle LTD), Intercreditor Agreement (Aircastle LTD)
No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Ireland 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 Ireland 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 Ireland Subsidiary (unless such ACS Ireland 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 Irish 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 Ireland Subsidiary (unless such ACS Ireland 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.
Appears in 1 contract
Samples: Trust Indenture (Aircastle LTD)
No Release of Obligations. The Borrower Issuer shall not take, or knowingly permit any ACS Ireland 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 Ireland 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 Ireland Subsidiary (unless such ACS Ireland 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 Irish Remarketing Services Agreement, the Back-Up Remarketing Services Agreement, the Administrative Agency Agreement or any other Related Document to which the Borrower Issuer or any ACS Ireland Subsidiary (unless such ACS Ireland 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.
Appears in 1 contract
Samples: Trust Indenture (Aircastle LTD)