Common use of Replacement Collateral Clause in Contracts

Replacement Collateral. In the event that the Issuer decides pursuant to the foregoing provisions to apply any portion of the Net Cash Proceeds from a Collateral Asset Sale or an Event of Loss to purchase or otherwise invest in Replacement Collateral, (1) the Issuer will deliver an Officer’s Certificate to the Trustee dated no more than 30 days prior to the date of consummation of the relevant investment in Replacement Collateral, certifying that the purchase price for the amount of the investment in Replacement Collateral does not exceed the Fair Market Value of such Replacement Collateral; (2) the Issuer will deliver an Officer’s Certificate to the Collateral and Intercreditor Agent and the Trustee certifying compliance with the provisions of the Indenture and the Permitted Secured Obligations and requesting the release of such certified purchase price to the Issuer (or the applicable Restricted Subsidiary), free of the Lien of the Collateral Documents; and (3) the Issuer will take such actions, at its sole expense, as may be required to permit the Collateral and Intercreditor Agent, pursuant to the applicable Collateral Document, to release such Net Cash Proceeds, together with any interest thereon, from the Lien of the applicable Collateral Document and to ensure that the Collateral and Intercreditor Agent has, from the date of such purchase or investment, a first priority Lien on such Replacement Collateral pursuant to appropriate Collateral Documents.

Replacement Collateral. In the event that the Issuer Borrower decides pursuant to the foregoing provisions to apply any portion of the Net Cash Proceeds from a Collateral Asset Sale or an Event of Loss to purchase or otherwise invest in Replacement Collateral, (1i) the Issuer Borrower will deliver an Officer’s Certificate to the Trustee Administrative Agent dated no more than 30 days prior to the date of consummation of the relevant investment in Replacement Collateral, certifying that the purchase price for the amount of the investment in Replacement Collateral does not exceed the Fair Market Value of such Replacement Collateral; (2ii) the Issuer Borrower will deliver an Officer’s Certificate to the Collateral and Intercreditor Agent and the Trustee Administrative Agent certifying compliance with the provisions of the Indenture this Agreement and the Permitted Secured Obligations and requesting the release of such certified purchase price to the Issuer Borrower (or the applicable Restricted Subsidiary), free of the Lien of the Collateral Documents; and (3iii) the Issuer Borrower will take such actions, at its sole expense, as may be required to permit the Collateral and Intercreditor Agent, pursuant to the applicable Collateral Document, to release such Net Cash Proceeds, together with any interest thereon, from the Lien of the applicable Collateral Document and to ensure that the Collateral and Intercreditor Agent has, from the date of such purchase or investment, a first first-priority Lien on such Replacement Collateral pursuant to appropriate Collateral Documents.