Common use of Return of Collateral, Etc Clause in Contracts

Return of Collateral, Etc. (a) If an Event of Default shall have occurred and be continuing, at the request of the Security Trustee, the Grantor shall promptly execute and deliver to the Security Trustee such instruments of title and other documents as the Security Trustee may deem necessary or advisable to enable the Security Trustee or an agent or representative designated by the Security Trustee, at such time or times and place or places as the Security Trustee may specify, to obtain possession of all or any part of the Collateral to which the Security Trustee shall at the time be entitled hereunder. If the Grantor shall for any reason fail to execute and deliver such instruments and documents after such request by the Security Trustee, the Security Trustee may obtain a judgment conferring on the Security Trustee the right to immediate possession and requiring the Grantor to execute and deliver such instruments and documents to the Security Trustee, to the entry of which judgment the Grantor hereby specifically consents to the fullest extent permitted by Requirement of Law. All expenses of obtaining such judgment or of pursuing, searching for and taking such property shall, until paid, be secured by the Lien of this Mortgage. (b) Upon every such taking of possession, the Security Trustee may, from time to time, at the expense of the Collateral, make all such expenditures for maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modifications or alterations to and of the Collateral, as it may deem proper. In each such case, the Security Trustee shall have the right to maintain, use, operate, store, insure, lease, control, manage, dispose of, modify or alter the Collateral and to exercise all rights and powers of the Grantor relating to the Collateral, as the Security Trustee shall deem best, including the right to enter into any and all such agreements with respect to the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modification or alteration of the Collateral or any part thereof as the Security Trustee may determine, and the Security Trustee shall be entitled to collect and receive directly all rents, revenues and other proceeds of the Collateral and every part thereof, without prejudice, however, to the right of the Security Trustee under any provision of this Mortgage to collect and receive all cash held by, or required to be deposited with, the Security Trustee hereunder. Such rents, revenues and other proceeds shall be applied to pay the expenses of the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, improvement, modification or alteration of the Collateral and of conducting the business thereof, and to make all payments which the Security Trustee may be required or may elect to make, if any, for taxes, assessments, insurance or other proper charges upon the Collateral or any part thereof (including the employment of engineers and accountants to examine, inspect and make reports upon the properties and books and records of the Grantor), and all other payments which the Security Trustee may be required or authorized to make under any provision of this Mortgage, as well as just and reasonable compensation for the services of the Security Trustee, and of all Persons properly engaged and employed by the Security Trustee with respect hereto. (c) To the extent permitted by applicable law, the Security Trustee and each Lender may be a purchaser of the Collateral or any part thereof or any interest therein at any such sale thereof, whether pursuant to foreclosure or power of sale or otherwise, and the Lenders shall be entitled to credit against the purchase price bid at such sale all or any part of the due and unpaid amounts of the Secured Obligations secured by the Lien of this Mortgage. The Security Trustee or any such Lender, upon any such purchase, shall acquire good title to the property so purchased, to the extent permitted by applicable law, free of the Grantor’s rights of redemption. (d) Upon any sale of the Collateral or any part thereof or interest therein pursuant hereto, whether pursuant to foreclosure or power of sale or otherwise, the receipt of the official making the sale by judicial proceeding or of the Security Trustee shall be sufficient discharge to the purchaser for the purchase money and neither such official nor such purchaser shall be obligated to see to the application thereof. (e) Any sale or other conveyance of any Engine or other Collateral or any interest therein by the Security Trustee made pursuant to the terms of this Mortgage shall bind the Grantor and the Lenders and shall be effective to transfer or convey all right, title and interest of the Security Trustee, the Grantor and the Lenders in and to the Engine. No purchaser or other grantee shall be required to inquire as to the authorization, necessity, expediency or regularity of such sale or conveyance or as to the application of any sale or other proceeds with respect thereto by the Security Trustee.

Return of Collateral, Etc. (a) If an Event of Default shall have occurred and be continuing, at the request of the Security TrusteeMortgagee, the Grantor Owner shall assemble the Collateral and make it available to the Mortgagee at the Designated Locations and shall promptly execute and deliver to the Security Trustee Mortgagee such instruments of title and other documents as the Security Trustee Mortgagee may deem necessary or advisable to enable the Security Trustee Mortgagee or an agent or representative designated by the Security TrusteeMortgagee, at such time or times and place or places as the Security Trustee Mortgagee may specify, to obtain possession of all or any part of the Collateral to which the Security Trustee Mortgagee shall at the time be entitled hereunder. If the Grantor Owner shall for any reason fail to execute and deliver such instruments and documents after such request by the Security TrusteeMortgagee, the Security Trustee Mortgagee may (i) obtain a judgment conferring on the Security Trustee Mortgagee the right to immediate possession and requiring the Grantor Owner to execute and deliver such instruments and documents to the Security TrusteeMortgagee, to the entry of which judgment the Grantor Owner hereby specifically consents to the fullest extent permitted by Requirement Law, and (ii) pursue all or part of Lawsuch Collateral wherever it may be found and may enter any of the premises of Owner wherever such Collateral may be or are supposed to be and search for such Collateral and take possession of and remove such Collateral. All expenses of obtaining such judgment or of pursuing, searching for and taking such property shall, until paid, be secured by the Lien of this MortgageTrust Indenture. (b) Upon every such taking of possession, the Security Trustee Mortgagee may, from time to time, at the expense of the Collateral, make all such expenditures for maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modifications or alterations to and of the Collateral, as it may deem proper. In each such case, the Security Trustee Mortgagee shall have the right to maintain, use, operate, store, insure, lease, control, manage, dispose of, modify or alter the Collateral and to exercise all rights and powers of the Grantor Owner relating to the Collateral, as the Security Trustee Mortgagee shall deem best, including the right to enter into any and all such agreements with respect to the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modification or alteration of the Collateral or any part thereof as the Security Trustee Mortgagee may determine, and the Security Trustee Mortgagee shall be entitled to collect and receive directly all rents, revenues and other proceeds of the Collateral and every part thereof, without prejudice, however, to the right of the Security Trustee Mortgagee under any provision of this Mortgage Trust Indenture to collect and receive all cash held by, or required to be deposited with, the Security Trustee Mortgagee hereunder. Such rents, revenues and other proceeds shall be applied to pay the expenses of the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, improvement, modification or alteration of the Collateral and of conducting the business thereof, and to make all payments which the Security Trustee Mortgagee may be required or may elect to make, if any, for taxes, assessments, insurance or other proper charges upon the Collateral or any part thereof (including the employment of engineers and accountants to examine, inspect and make reports upon the properties and books and records of the GrantorOwner), and all other payments which the Security Trustee Mortgagee may be required or authorized to make under any provision of this MortgageTrust Indenture, as well as just and reasonable compensation for the services of the Security TrusteeMortgagee, and of all Persons persons properly engaged and employed by the Security Trustee Mortgagee with respect hereto. (c) To the extent permitted by applicable law, the Security Trustee and each Lender may be a purchaser of the Collateral or any part thereof or any interest therein at any such sale thereof, whether pursuant to foreclosure or power of sale or otherwise, and the Lenders shall be entitled to credit against the purchase price bid at such sale all or any part of the due and unpaid amounts of the Secured Obligations secured by the Lien of this Mortgage. The Security Trustee or any such Lender, upon any such purchase, shall acquire good title to the property so purchased, to the extent permitted by applicable law, free of the Grantor’s rights of redemption. (d) Upon any sale of the Collateral or any part thereof or interest therein pursuant hereto, whether pursuant to foreclosure or power of sale or otherwise, the receipt of the official making the sale by judicial proceeding or of the Security Trustee shall be sufficient discharge to the purchaser for the purchase money and neither such official nor such purchaser shall be obligated to see to the application thereof. (e) Any sale or other conveyance of any Engine or other Collateral or any interest therein by the Security Trustee made pursuant to the terms of this Mortgage shall bind the Grantor and the Lenders and shall be effective to transfer or convey all right, title and interest of the Security Trustee, the Grantor and the Lenders in and to the Engine. No purchaser or other grantee shall be required to inquire as to the authorization, necessity, expediency or regularity of such sale or conveyance or as to the application of any sale or other proceeds with respect thereto by the Security Trustee.

Return of Collateral, Etc. (a) If an Event of Default shall have occurred and be continuingcontinuing and the unpaid principal amount of the Loans then outstanding, together with interest accrued thereon and all Fees and other liabilities of the Borrower accrued under the Loan Documents, if any, have become due and payable in accordance with Section 7.01 of the Credit Agreement, at the request of the Security TrusteeAdministrative Agent, the Grantor shall promptly execute and deliver to the Security Trustee Administrative Agent such instruments of title and other documents as the Security Trustee Administrative Agent may deem necessary or advisable to enable the Security Trustee Administrative Agent or an agent or representative designated by the Security TrusteeAdministrative Agent, at such time or times and place or places as the Security Trustee Administrative Agent may specify, to obtain possession of all or any part of the Collateral to Mortgage and Security Agreement 1005973744v2 which the Security Trustee Administrative Agent shall at the time be entitled hereunder. If the Grantor shall for any reason fail to execute and deliver such instruments and documents after such request by the Security TrusteeAdministrative Agent, the Security Trustee Administrative Agent may obtain a judgment conferring on the Security Trustee Administrative Agent the right to immediate possession and requiring the Grantor to execute and deliver such instruments and documents to the Security TrusteeAdministrative Agent, to the entry of which judgment the Grantor hereby specifically consents to the fullest extent permitted by Requirement of Lawlaw. All expenses of obtaining such judgment or of pursuing, searching for and taking such property shall, until paid, be secured by the Lien of this Mortgage. (b) Upon every such taking of possession, the Security Trustee Administrative Agent may, from time to time, at the expense of the Collateral, make all such expenditures for maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modifications or alterations to and of the Collateral, as it may deem proper. In each such case, the Security Trustee Administrative Agent shall have the right to maintain, use, operate, store, insure, lease, control, manage, dispose of, modify or alter the Collateral and to exercise all rights and powers of the Grantor relating to the Collateral, as the Security Trustee Administrative Agent shall deem best, including the right to enter into any and all such agreements with respect to the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, modification or alteration of the Collateral or any part thereof as the Security Trustee Administrative Agent may determine, and the Security Trustee Administrative Agent shall be entitled to collect and receive directly all rents, revenues and other proceeds of the Collateral and every part thereof, without prejudice, however, to the right of the Security Trustee Administrative Agent under any provision of this Mortgage to collect and receive all cash held by, or required to be deposited with, the Security Trustee Administrative Agent hereunder. Such rents, revenues and other proceeds shall be applied to pay the expenses of the maintenance, use, operation, storage, insurance, leasing, control, management, disposition, improvement, modification or alteration of the Collateral and of conducting the business thereof, and to make all payments which the Security Trustee Administrative Agent may be required or may elect to make, if any, for taxes, assessments, insurance or other proper charges upon the Collateral or any part thereof (including the employment of engineers and accountants to examine, inspect and make reports upon the properties and books and records of the Grantor), and all other payments which the Security Trustee Administrative Agent may be required or authorized to make under any provision of this Mortgage, as well as just and reasonable compensation for the services of the Security TrusteeAdministrative Agent, and of all Persons persons properly engaged and employed by the Security Trustee Administrative Agent with respect hereto. (c) To the extent permitted by applicable law, the Security Trustee Administrative Agent and each Lender may be a purchaser of the Collateral or any part thereof or any interest therein at any such sale thereof, whether pursuant to foreclosure or power of sale or otherwise, and the Lenders shall be entitled to credit against the purchase price bid at such sale all or any part of the due and unpaid amounts of the Secured Obligations secured by the Lien of this Mortgage. The Security Trustee Administrative Agent or any such Lender, upon any such purchase, shall acquire good title to the property so purchased, to the extent permitted by applicable law, free of the Grantor’s rights of redemption.. Mortgage and Security Agreement 1005973744v2 (d) Upon any sale of the Collateral or any part thereof or interest therein pursuant hereto, whether pursuant to foreclosure or power of sale or otherwise, the receipt of the official making the sale by judicial proceeding or of the Security Trustee Administrative Agent shall be sufficient discharge to the purchaser for the purchase money and neither such official nor such purchaser shall be obligated to see to the application thereof. (e) Any sale or other conveyance of any Airframe or Engine or other Collateral or any interest therein by the Security Trustee Administrative Agent made pursuant to the terms of this Mortgage shall bind the Grantor and the Lenders and shall be effective to transfer or convey all right, title and interest of the Security TrusteeAdministrative Agent, the Grantor and the Lenders in and to the Airframe and Engine. No purchaser or other grantee shall be required to inquire as to the authorization, necessity, expediency or regularity of such sale or conveyance or as to the application of any sale or other proceeds with respect thereto by the Security TrusteeAdministrative Agent.