Return. Upon any cancellation, termination or expiration of any Lease (after the occurrence of an Event of Default or otherwise), Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demand.
Appears in 2 contracts
Samples: Master Lease Agreement (Integral Systems Inc /Md/), Master Lease Agreement (Redhook Ale Brewery Inc)
Return. Upon any cancellationUnless Lessee shall have exercised its extension option or its purchase option pursuant to this Section 9, termination or upon the expiration of any Lease (after the occurrence Term of an Event of Default or otherwise)each Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on such Schedule, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, plus the Make Whole Amount or the Break Amount, whichever is applicable, if any, and remedies(ii) return the Equipment to Lessor in accordance with the provisions of Annex F attached to the applicable Schedule. Thereafter, at upon return of all of the Equipment described on such Schedule, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessor’s election, 's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease net sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demandif any.
Appears in 2 contracts
Samples: Master Lease Agreement, Master Lease Agreement (Acxiom Corp)
Return. Upon any cancellation, termination or the expiration of any Lease the Term, if the Equipment is not purchased as provided in Paragraph (after the occurrence a) of an Event this Section, Lessees shall return all of Default or otherwise), Lessee shall, at its expense, cause the Equipment to be prepared Lessor upon the following terms and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warrantyconditions. If requested by Lessor, Lessee shall, at its expense: Lessees shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of the Equipment, and remedies, at Lessor’s election, (ii) return such Equipment shall continue to be subject to Lessor in accordance with Section X hereof. Thereafter, upon return of all the terms and conditions of the LeaseEquipment , with Rent Lessor and Lessees shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph (b), Lessor will transfer to the buyer, on an AS IS, WHERE IS BASIS, without recourse or warranty, express or implied, of any kind whatsoever, all of Lessor's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as to the condition of the Equipment and other charges continuing matters (except that Lessor shall warrant that it has conveyed whatever interest it received in the Equipment from Lessees free and clear of any liens or encumbrances created by, through or under Lessor). Lessor shall execute and deliver to accrue Lessees such Uniform Commercial Code Statements as reasonably may be required in order to terminate any interest of Lessor in and be payable under to the Lease Equipment at Lessees' sole cost and expense. Upon the sale, scrap or other disposition of such Equipment, the net sales proceeds with respect to the Equipment sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessees an amount equal to the Residual Risk Amount (as specified in the relevant Schedule) of the Equipment (less all reasonable and documented costs, fees and expenses, including storage, reasonable and necessary maintenance and other remarketing fees incurred by Lessor in connection with the sale, scrap, or disposition of the Equipment) plus all net proceeds, if any, of such sale in excess of the Residual Risk Amount of such Equipment until it is so surrendered or returned to Lessorand applicable taxes, except that Rent if any. Such payment, if any, shall accrue at 125% be allocated between Lessees as directed by Lessees in writing. In the process of the last Rent allocable sale of the Equipment, Lessor will use commercially reasonable efforts to such item of Equipment (as reasonably calculated by Lessor) during obtain the Lease Termhighest cash bids for the Equipment, payable on demandit being understood that Lessees are the sole beneficiaries in the event the net proceeds from the sale exceed the Fixed Purchase Price, and that Lessees bear the primary loss in the event the Fixed Purchase Price exceeds the net proceeds therefrom.
Appears in 2 contracts
Samples: Master Lease Agreement (Specialty Foods Acquisition Corp), Master Lease Agreement (Specialty Foods Corp)
Return. Upon any cancellationUnless Lessee shall have exercised its extension option or its purchase option pursuant to this Section, termination or upon the expiration of any Lease (after the occurrence Term of an Event of Default or otherwise)each Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on all Schedules executed hereunder, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies(ii) return the Equipment to Lessor in accordance with the provisions of Annex F attached to the Schedules. Thereafter, at upon return of all of the Equipment described on all Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer to the purchaser, on an AS IS BASIS (except as provided in the following sentence), all of Lessor’s election, 's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by or arising through Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code statements of termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demandif any.
Appears in 2 contracts
Samples: Facilities Agreement (Aladdin Gaming Enterprises Inc), Facilities Agreement (Aladdin Capital Corp)
Return. Upon any cancellationSo long as Lessee has not exercised its option to terminate a Schedule pursuant to Section XVIII hereof, termination or Lessee shall have the option, upon the scheduled expiration of any Lease the Basic Term of the Schedule, to return all (after the occurrence but not less than all) of an Event of Default or otherwise), Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on such Schedule, in accordance with the terms hereof, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warrantyconditions. If requested by Lessor, Lessee shall, at its expense: desires to exercise this option it shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseBasic Term of the Schedule, in addition to the scheduled rent due on such date and all other available rights and remediessums due hereunder, at a terminal rental adjustment amount equal to the Fixed Purchase Price percentage multiplied by the Capitalized Lessor’s election, 's Cost for such Equipment shall continue (as stated in such Schedule) for such Equipment and (ii) return the Equipment to be subject to all Lessor in accordance with Section XI hereof. Thereafter, Lessor and Lessee will arrange for the terms and conditions commercially reasonable sale, scrap or other disposition of such Equipment. Upon the sale, scrap or other disposition of the LeaseEquipment, with Rent and other charges continuing to accrue and be payable under the Lease net sales proceeds with respect to the Equipment sold will be paid to Lessor. Lessor shall promptly thereafter pay to Lessee the Residual Risk Amount multiplied by the Capitalized Lessor's Cost for such Equipment, less all costs, expenses and fees, including remarketing fees incurred in connection with the sale, scrap or disposition of such Equipment until it is so surrendered or returned to Lessorplus all net proceeds, except that Rent shall accrue at 125% if any, of such sale in excess of the last Rent allocable to Residual Risk Amount of such item Equipment. All calculations under this Section XX hereof shall be made on an aggregate basis with respect of all of the Equipment (as reasonably calculated by Lessor) during described on the Lease Term, payable on demandapplicable Schedule.
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Return. Upon any cancellationSo long as Lessee shall not have exercised its option to renew this Agreement pursuant to Paragraph (a) of this Section, termination or nor exercised its purchase option pursuant to Paragraph (c) of this Section, Lessee shall have the option, upon the expiration of any Lease (after the occurrence Basic Term of an Event individual Schedule, to return all (but not less than all) of Default or otherwise)the Equipment described on an individual Schedule, to Lessor upon the following terms and conditions: If Lessee desires to exercise this option, Lessee shallshall (i) pay to Lessor on the last day of the term of this Agreement with respect to the applicable individual Schedule, at its expensein addition to the scheduled Rent then due on such date and all other sums then due hereunder, cause a terminal rental adjustment amount equal to the Basic Term Fixed Purchase Price of such Equipment, and (ii) return the Equipment to be prepared and adequately protected for shipment Lessor in accordance with Section XVI hereof. That portion of the terminal rental adjustment amount paid by an authorized manufacturer’s representative and either surrender it Lessee to Lessor as is equal to the Basic Term Residual Risk Amount shall be held in place orescrow by Lessor and deposited in an interest-bearing account, if instructed by Lessorinvested in Permitted Investments (as such term is hereinafter defined). Thereafter, ship upon return of all of the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under described on the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified Lessor shall arrange for the manufacturer’s (commercially reasonable sale, scrap or its authorized servicing representative’s) then available service contract or warrantyother disposition of such Item of the Equipment. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) fully shall cooperate with Lessor in attempting to remarket consummating such sale, scrap, or other disposition of the Equipment. Such sale, including display scrap or disposition shall occur promptly and demonstration Lessor shall conduct such sale, scrap or disposition with the same consideration that the Servicing Agent would afford to prospective partiesthe sale, scrap or disposition of such Item of its own assets. Upon satisfaction of the conditions specified in this Paragraph (b), Lessor and allowing Lessee will transfer to the purchaser(s), on an AS IS BASIS all of their interest in and to the applicable Equipment. Lessor shall not be required to conduct a private sale on Lessee’s premises. If Lessee does not surrender make and may specifically disclaim any representation or return any item of Equipment warranty as to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in such Equipment free and clear of any liens or encumbrances created by, through or under Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions applicable Equipment. Promptly following the sale, scrap or other disposition of an Item of the LeaseEquipment and receipt by Lessor in good collected funds of the sales proceeds, with Rent and other charges continuing to accrue and be payable under the Lease if any, with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% Item of the last Rent allocable Equipment, (1) Lessor shall pay to Lessee from the escrow account an amount equal to the Basic Term Residual Risk Amount (as specified in the Schedule) of such item Item of the Equipment (as reasonably calculated less all reasonable actual out-of-pocket costs, expenses and fees incurred by Lessor) during the Lease TermServicing Agent, payable on demand.including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Item of the Equipment);
Appears in 1 contract
Return. Upon any cancellationSo long as Lessee shall not have exercised its option to renew the Agreement or its purchase option pursuant to this Section, termination or Lessee shall have the option, upon the expiration of any Lease the Term, to return all (after but not less than all) of the occurrence of an Event of Default or otherwise)Equipment described on all Schedules executed hereunder, to Lessor upon the following terms and conditions: If Lessee desires to exercise this option, Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies(ii) return the Equipment to Lessor in accordance with Section X hereof. Thereafter, upon return of all of the Equipment described on all Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph (c), Lessor will transfer, on an AS IS, WHERE IS BASIS, without recourse or warranty, express or implied, of any kind whatsoever, all of Lessor's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Lessor shall warrant that it has conveyed whatever interest it received in the Equipment free and clear of any Liens created by Lessor). Lessor, at Lessor’s electionLessee's expense, shall execute and deliver to Lessee such Uniform Commercial Code statements of termination and any other documents as reasonably may be requested by Lessee in order to terminate any interest of Lessor in and to the Equipment. Upon the sale, scrap or other disposition of the Equipment contemplated by this Section XVIII(c), Lessor shall promptly thereafter pay to Lessee an amount equal to the Residual Risk Amount (as specified in the Equipment Schedule or Equipment Schedules, as the case may be) of the Equipment (less all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demand.described
Appears in 1 contract
Return. Upon any cancellationUnless Lessee shall have exercised its extension option or its purchase option pursuant to this Section, termination or upon the expiration of any Lease (after the occurrence Term of an Event of Default or otherwise)each Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on all Schedules executed hereunder, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies(ii) return the Equipment to Lessor in accordance with the provisions of Annex F attached hereto. Thereafter, at Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessor’s election, 's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as to the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease net sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demand.if any. (d)
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Return. Upon any cancellationUnless Lessee shall have exercised its option to renew this Lease or its purchase option pursuant to this Section, termination or upon the expiration of any Lease (after the occurrence term of an Event of Default or otherwise)each Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on all Schedules of a particular Series executed hereunder, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a Leaseterm with respect to each individual Schedule of that Series, in addition to the scheduled rent then due on such date (if any) and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies, at Lessor’s election, such (ii) return the Equipment shall continue to be subject to all Lessor in accordance with the terms and conditions provisions of Section 13 of the Lease. Thereafter, with Rent upon return of all of the Equipment described on all Schedules of that Series executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale of such Equipment. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessor's interest in and to such Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other charges continuing to accrue matters (except that Lessor shall warrant that it has conveyed whatever interest it received in such Equipment free and be payable under clear of any liens or encumbrances created by Lessor). Upon the Lease sale of such Equipment the sales proceeds with respect to the Equipment sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of such Equipment until it is so surrendered or returned to Lessor(less all reasonable costs, except that Rent shall accrue at 125% expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale of such Equipment) plus all net proceeds, if any, of such sale in excess of the last Rent allocable to Residual Risk Amount of such item of Equipment (as reasonably calculated by Lessor) during the Lease Termand applicable taxes, payable on demandif any.
Appears in 1 contract
Return. Upon any cancellation, (a) On the Expiration Date or earlier termination or expiration of any Lease (after the occurrence lease of the Aircraft under this Agreement unless an Event of Default or otherwise)Loss has occurred, Lessee shallwill, at its expense, cause redeliver the Equipment to be prepared Aircraft and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it Aircraft Documents to Lessor at the Redelivery Location or such other airport as is mutually acceptable to the parties hereto, in place ora condition complying with Schedule 3, if instructed free and clear of all Liens, including Permitted Liens (but excluding Lessor Liens) and in a condition qualifying for immediate certification of airworthiness by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated FAA or as otherwise agreed by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service Lessee.
(b) Provided that (x) no Default shall have occurred and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of returnis continuing; and (iiiy) cooperate with Lessor there shall have been no material adverse change in attempting Lessee's financial condition since the Delivery Date, Lessee shall have the option (the "C Check Option") to remarket extend the EquipmentTerm for up to 2 months provided that such extension of the Term is required by Lessee so as to enable Lessee to perform the C Check required by paragraph 1 (e) of Schedule 3 at the time at which such check would otherwise fall to be performed pursuant to the Agreed Maintenance Program in the absence of the requirement contained in such section. The C Check Option shall be exercised, including display and demonstration to prospective partiesif at all, and allowing Lessor to conduct by Lessee delivering an irrevocable written notice (a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment "C Check Notice") to Lessor on not later than one hundred eighty (180) days prior to the New Expiration Date (as defined below) proposed by Lessee which notice shall state whether Lessee desires to extend the Term and the proposed date of performance and completion of the aforementioned C Check. Upon the receipt by Lessor of the C Check Notice, (xx) Lessee shall be obliged to lease the Aircraft from Lessor until the date or (the "New Expiration Date") of completion of the aforementioned C Check in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all accordance with the terms and conditions of this Agreement; and (yy) the Leasedefinition of "Expiration Date" shall be deemed to have been amended so as to refer to the New Expiration Date and the Aircraft shall be redelivered to Lessor on that date (or, as may be applicable, any other date contemplated by such definition) in accordance with Rent the terms and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% conditions of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demandthis Agreement.
Appears in 1 contract
Return. Upon any cancellationSo long as Lessee shall not have exercised its extension option pursuant to Paragraph (a) of this Section, termination or nor exercised its purchase option pursuant to Paragraph (c) of this Section, Lessee shall have the option, upon the expiration of any Lease (after the occurrence Renewal Term of an Event individual Schedule, to return all (but not less than all) of Default or otherwise)the Equipment described on an individual Schedule, to Lessor upon the following terms and conditions: If Lessee desires to exercise this option, Lessee shallshall (i) pay to Lessor on the last day of the term of this Agreement with respect to the applicable individual Schedule, at its expensein addition to the scheduled Rent then due on such date and all other sums then due hereunder, cause a terminal rental adjustment amount equal to the Renewal Term Fixed Purchase Price of such Equipment, and (ii) return the Equipment to be prepared and adequately protected for shipment Lessor in accordance with Section XVI hereof. That portion of the terminal rental adjustment amount paid by an authorized manufacturer’s representative and either surrender it Lessee to Lessor as is equal to the Renewal Term Residual Risk Amount shall be held in place orescrow by Lessor and deposited in an interest-bearing account, if instructed by Lessorinvested in Permitted Investments. Thereafter, ship upon return of all of the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under described on the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified Lessor shall arrange for the manufacturer’s (commercially reasonable sale, scrap or its authorized servicing representative’s) then available service contract or warrantyother disposition of such Equipment. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) fully shall cooperate with Lessor in attempting to remarket consummating such sale, scrap, or other disposition of the Equipment. Such sale, including display scrap or disposition shall occur promptly and demonstration Lessor shall conduct such sale, scrap or disposition with the same consideration that the Servicing Agent would afford to prospective partiesthe sale, scrap or disposition of its own assets. Upon satisfaction of the conditions specified in this Paragraph (b), Lessor and allowing Lessee will transfer to the purchaser(s) on an AS IS BASIS all of Lessor's interest in and to the applicable Equipment. Lessor shall not be required to conduct a private sale on Lessee’s premises. If Lessee does not surrender make and may specifically disclaim any representation or return any item of Equipment warranty as to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in such Equipment free and clear of any liens or encumbrances created by, through or under Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions applicable Equipment. Promptly following the sale, scrap or other disposition of an Item of the LeaseEquipment and receipt by Lessor in good collected funds of the sales proceeds, with Rent and other charges continuing to accrue and be payable under the Lease if any, with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% Item of the last Rent allocable Equipment, Lessor shall pay to Lessee from the escrow account an amount equal to the Renewal Term Residual Risk Amount (as specified in the Schedule) of such item Item of the Equipment (as reasonably calculated by Lessor) during less all reasonable actual out-of-pocket costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the Lease Termsale, payable on demand.scrap, or disposition of such Item of the Equipment);
Appears in 1 contract
Return. Upon any cancellation(1) Unless Lessee shall have exercised its extension option, termination or its purchase option pursuant to this Section 9, upon the expiration of any Lease the Term of each Schedule, as to all (after but not less than all) of the occurrence of an Event of Default or otherwise)Equipment described on all Schedules executed hereunder, Lessee shall, at its expense, shall cause the Equipment to satisfy the return conditions specified in Annex D attached to the Schedules. Lessor and Lessee will cause the Equipment to be prepared sold to one or more independent third parties upon the expiration of the Term with respect to each individual Schedule (such sale to be consummated on the date of expiration of the Term with respect to such individual Schedule). The proposed sale of the Equipment shall be subject to the prior written approval of the Collateral Agent and adequately protected the Residual Support Provider if the anticipated Net Sales Proceeds to be received as a result of such sale is less than the Lease Balance with respect to such Equipment.
(2) If all of the Equipment has been sold to an independent third party or parties upon the expiration of the Term of the Schedule with respect thereto, the gross sales proceeds shall be paid to Lessor (in the manner set forth in Section 2(b) hereof). If the net sales proceeds resulting from the sale of the Equipment pursuant to this Section 9 (b) after application of the gross sales proceeds to reimburse Lessor and the Edison Program Parties for shipment all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred by Lessor or any Edison Program Party in connection with such sale, and any sales or transfer taxes and charges upon sale) (the "Net Sales Proceeds"):
(i) is less than the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) with respect to such Equipment, then Lessee shall pay to Lessor (in the manner set forth in Section 2(b)) on the last day of the Term with respect to the applicable Schedule the amount of such deficiency (provided, however, that in no event shall the aggregate amount so required to be paid by Lessee for all Schedules exceed the aggregate of the Maximum Lessee Risk Amounts for all Schedules) plus the scheduled Rent (if any) then due on such date and all other sums then due hereunder; or (ii) is more than the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) plus all sales or transfer taxes and charges upon sale, plus all Related Third Party Costs, and all other reasonable and documented expenses incurred by Lessor or any Edison Program Party in connection with such sale, including, without limitation, any such expenses incurred based on a notice from Lessee to Lessor that Lessee intended to return the Equipment, plus Rent (if any) then due, then Lessor shall pay to Lessee such excess.
(3) If all of the Equipment has not been sold to an authorized manufacturer’s representative and either surrender it independent third party or parties upon the expiration of the Term of the Schedule with respect thereto, Lessee shall return the Equipment to Lessor in place oraccordance with the provisions of Annex D attached to the applicable Schedule and Lessee shall pay to Lessor (in the manner set forth in Section 2(b)) on the last day of the Term with respect to each individual Schedule the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) with respect to the Equipment, plus Rent (if instructed by Lessor, ship any) then due. Lessor shall then attempt to sell the Equipment to Lessor, freight an independent third party or parties and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease gross sales proceeds with respect to such Equipment until it shall be paid to Lessor (in the manner set forth in Section 2(b) hereof). That portion of the Net Sales Proceeds received by Lessor which is so surrendered in excess of the amount of all Related Third Party Costs, and all other reasonable and documented expenses incurred by Lessor or returned an Edison Program Party in connection with such sale, including, without limitation, any such expenses incurred based on a notice from Lessee to Lessor that Lessee intended to return the Equipment (the "Excess Amount"), shall be paid by Lessor to Lessee. If the amount of the Lease Balance paid by Lessee pursuant to this Section 9(b)(3), minus the Excess Amount, exceeds the Maximum Lessee Risk Amounts for all Schedules, Lessor shall additionally pay to Lessee that portion of the amount of such excess over the Maximum Lessee Risk Amounts for all Schedules as does not exceed the Maximum Lessor Risk Amounts for all Schedules. Each of the parties hereto expressly acknowledges and agrees that none of Lender, the Operating Agent, the Collateral Agent or any Edison Program Party shall have any obligations to Lessee with respect to the payment of such amounts to Lessee pursuant to this Section 9(b)(3).
(4) Upon sale of the Equipment in accordance with this Section 9(b) and receipt by Lessor of the gross sales proceeds with respect thereto, Lessor will transfer, on an AS IS BASIS, all of Lessor, 's interest in and to such Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as to the condition of such Equipment and other matters (except that Rent Lessor shall accrue at 125% warrant that it has conveyed whatever interest it received in such Equipment from Lessee or the Supplier free and clear of the last Rent allocable any Lessor's Lien). At Lessee's expense, Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be required in order to terminate any interest of Lessor in and to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demandEquipment.
Appears in 1 contract
Samples: Master Lease Agreement (First American Financial Corp)
Return. Upon any cancellationOn the Expiration Date or such other Return Occasion, termination or expiration of any Lease (after the occurrence of an Event of Default or otherwise), Lessee shallLessee, at its own expense, cause shall return the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it Aircraft to Lessor in place orthe condition specified in Exhibit F hereto in Tucson, Arizona, or at such other location in the continental United States designated by Lessee, or if instructed by Lessoran Event Of Default has occurred, ship the Equipment at a location to Lessor, freight and insurance pre-paid, to a place be designated by Lessor within (the 48 contiguous United States"Return Location"), fully equipped, with all required Parts and Engines, duly installed thereon, by delivering the same to Lessor at such location. At such time as the Aircraft has been inspected by Lessor and found to be in the condition required under Section 4 hereof and under hereunder, Lessor shall issue a redelivery receipt to Lessee confirming the applicable Schedule, able same. Any engines installed on the Aircraft returned to Lessor hereunder which had not originally been installed on the Aircraft will be deemed to be put into immediate service part of the Aircraft and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested owned by Lessor, Lessee and Lessor shall, at its expense: (isubject to such engines fulfilling all requirements of a Replacement Engine under Section 11(b) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purposehereof, and to comply otherwise complying with all specifications and requirements of applicable federalExhibit F hereto, state relinquish title to any Engines previously removed and local lawsreplaced by such last-installed engines. Notwithstanding the provisions of Section 9(a) hereof, regulations any and ordinances; (ii) provide safeall Parts replaced with Parts that have not been overhauled, suitable storage, repaired and inspected by an FAA approved agency and which do not bear FAA acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of returntags shall be replaced with Parts that do so comply; and (iii) cooperate with Lessor in attempting provided that any replaced Part shall have an equivalent or later part number, shall have a value and modification status and remaining useful life at least equal to remarket the Equipment, including display and demonstration to prospective partiesreplaced Part, and allowing Lessor shall be completely interchangeable as to conduct a private sale form, fit and function. There shall be no substitution of time controlled components such that time remaining on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor replacement component is less than the time that was remaining on the date or in replaced component, based upon the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated actual hours/cycles operated by Lessor) during the Lease Term, payable on demandLessee.
Appears in 1 contract
Samples: Aircraft Lease Agreement (Vanguard Airlines Inc \De\)
Return. Upon any cancellationIn the event that either Lessee or Lessor elects to terminate a Schedule prior to its expiration pursuant to Article 14 or upon its expiration pursuant to Section 15.4, termination or expiration of any Lease and if Lessee does not elect to purchase the Equipment, then Lessee shall make the Equipment accessible to Lessor at the JV1/JV2 Facilities (after the occurrence of an Event of Default or otherwise“Return Location”), Lessee . Lessor shall, at its Lessor’s expense, cause deinstall, pack and remove the Equipment by use of Lessor’s freight carrier. If Lessor does not remove the Equipment within ninety (90) days, then Lessee may have the Equipment removed to be prepared and adequately protected for shipment by an authorized manufacturera bonded warehouse or any other warehouse at Lessor’s representative and either surrender it expense. Such providing of access to Lessor in place or, if instructed by Lessor, ship (“Return”) shall constitute fulfillment of Lessee’s obligation to return the Equipment and Lessee shall have no further obligation with respect to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment (other than with respect to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements accrued Monthly Rental as of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return, the required Equipment return condition under Article 13, and any indemnity obligations under Article 9). Lessee shall return the Equipment in the condition in which it is required to be maintained pursuant to Section 5.1 hereof, subject to Lessor complying with its obligations under Section 14.1(c) from the date that Lessee makes the Equipment accessible to Lessor, including Lessor (i) agreeing to pay on demand the cost of maintaining such Equipment on Lessee’s premises as reasonably determined by Lessee, including, without limitation, the cost of maintaining a clean room environment to keep the Equipment in the appropriate condition; and provided, however, that Lessee shall not charge Lessor for the cost of maintaining a clean room environment for the first thirty (iii30) cooperate with days after Return of the Equipment unless, but for the fact that Lessor in attempting to remarket has not removed the Equipment, including display Lessee would be able to shut down either JV1 or JV2 and demonstration to prospective partieswould have shut down either JV1 or JV2, and allowing (ii) assuming the entire risk of loss of and/or damage to the Equipment from any and every cause whatsoever, including the obligation to maintain insurance. Lessor shall inspect the Equipment following its return and notify Lessee of any claims Lessor may have with respect to conduct the condition of the Equipment, any missing Equipment, or any other deficiency within thirty (30) days following its return. Lessor shall include in such notice a private sale on Lessee’s premisesdetailed description of any damage to the Equipment. If Lessor fails to deliver written notice to Lessee in accordance with the foregoing sentence, Lessee shall have no further liability with respect to the condition of the Equipment, any missing Equipment, or any other deficiency with respect to the Equipment. If Lessor has a claim relating to the condition of the Equipment or some other deficiency, Lessee may, in its sole discretion, elect to purchase (unless such Equipment has been subject to a Permitted Pre-Sale) the affected Equipment pursuant to Section 15.2 or repair the damage to the Equipment. If Lessee does not surrender fails to return some or return any item all of the Equipment subject to Lessor on a Schedule in accordance with this Section 13.1, then Lessee shall pay the reduced Monthly Rental calculated in accordance with Section 15.4 prorated to the date such Equipment is returned or purchased under Section 15.2, or, in the condition required under case of a Leasepartial failure to return Equipment, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all a pro rata portion thereof based upon the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item percentage of Equipment (as reasonably calculated by Lessorin terms of original Equipment Cost) during the Lease Term, payable on demandthat Lessee fails to return.
Appears in 1 contract
Return. Upon any cancellationIf Lessee shall not have exercised its purchase option or ------- renewal option pursuant to this Section, termination or upon the expiration of the term (either the original term or any Lease (after the occurrence applicable renewal term) of an Event of Default or otherwise)each Equipment Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on all Equipment Schedules executed hereunder to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a Leaseterm of this Lease with respect to each individual Equipment Schedule, in addition to the scheduled rent then due on such date and all other available rights and remediessums then due hereunder, at Lessor’s election, such Equipment shall continue a terminal rental adjustment amount equal to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease Fixed Purchase Price with respect to such Equipment until it is so surrendered (as specified on the Equipment Schedule), and (ii) return the Equipment to Lessor in accordance with Section 13 hereof. Thereafter, upon return of all of the Equipment described on all Equipment Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or returned other disposition of the Equipment. Upon satisfaction of the conditions specified in this sub-part (a), Lessor will transfer, on an AS IS, WHERE IS BASIS, without recourse or warranty, express or implied, of any kind whatsoever, all of Lessor's interest in and to Lessor, the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Rent Lessor shall accrue at 125% warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by, through or under Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be required in order to terminate any interest of Lessor in and to the Equipment. Upon the sale, scrap or other disposition of the last Rent allocable Equipment the net sales proceeds with respect to such item of the Equipment sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessee an amount equal to the Residual Risk Amount (as reasonably calculated by Lessorspecified in the Equipment Schedule) during of the Lease TermEquipment plus all net proceeds of such sale, payable on demandif any, (less all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) in excess of the Residual Risk Amount of the Equipment and applicable taxes, if any.
Appears in 1 contract
Return. Upon any cancellationSo long as Lessee shall not have exercised its purchase ------ option pursuant to this Section, termination or Lessee shall have the option, upon the expiration of any Lease the term of each Schedule, to return all (after but not Less than All) of the occurrence of an Event of Default or otherwise)Equipment described on all Schedules executed hereunder, to Lessor upon the following terms and conditions: If Lessee desires to exercise this option, Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a Leaseterm of this Agreement with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies(ii) return the Equipment to Lessor in accordance with Section X hereof. Thereafter, at upon return of all of the Equipment described on all Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph (a), Lessor will transfer, on an AS IS, WHERE IS BASIS, without recourse or warranty, express or implied, of any kind whatsoever, all of Lessor’s election, 's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by, through or under Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease net sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demandif any.
Appears in 1 contract
Return. Upon any cancellation, (i) On termination or expiration of any Lease (after the occurrence of an Event of Default or otherwise)this Lease, Lessee shall, at its own expense, cause return the Equipment Aircraft along with all logs, manuals, inspection data, modification and overhaul records required to be prepared maintained with respect thereto, to such place as Lessor shall determine. In the same condition as received, reasonable wear and adequately protected tear excepted, with Lessee's logos stripped from the Aircraft. In addition, Lessee shall have installed all applicable vendors' and manufacturers' service bulletin kits theretofore received by Lessee that are required for shipment the Aircraft, as well as incorporating all Airworthiness Directives and required manufacturer's service bulletins that become effective during the term of the Lease.
(ii) At least thirty (30) days prior to the expiration or earlier termination of the Term, Lessee will schedule an phase check of the Aircraft and perform a Borescope inspection of the Engines which is to be completed immediately prior to the return of the Aircraft to Lessor by an authorized manufacturer’s representative Federal Aviation Administration (FAA) inspection and either surrender it repair facility approved by the Manufacturers of the Airframe, Engines and Main Components, in the manner prescribed by the Manufacturers and approved by the FAA. Lessee, at its sole cost and expense, will pay for such inspections and all work required thereby to assure that the Aircraft is in compliance with all airworthiness directives issued by the FAA and all required Manufacturer service bulletins pertaining to the Aircraft. Lessee shall pay for all work, repair and services that may be determined to be necessary by such FAA inspection and repair facility so as to enable Lessee to return the Aircraft to Lessor with its FAA Certificate of Airworthiness currently validated by appropriate entries, and duly executed by currently licensed FAA inspectors and all applicable log books for the Aircraft.
(iii) Upon return of the Aircraft, Lessor or its agent shall inspect the Aircraft. If in the Lessor's reasonable opinion the Aircraft is not in compliance with the conditions herein described, a mutually acceptable independent inspection appraiser shall be appointed by the Lessor to inspect the Aircraft for the purpose of determining the repairs, additions or replacements, if any, which are necessary to place the Aircraft in the condition hereinafter described. If the appraiser determines that the Aircraft is in compliance with the conditions herein described, the cost of such independent inspection shall be borne by Lessor, and if the appraiser determines that the Aircraft is not in compliance with such conditions, such cost shall be borne by Lessee.
(iv) At the time of return of the Aircraft, each Main Component not covered by a Maintenance Service Plan, or an overhaul reserve account (Ref. Paragraph 7.1 v.) shall have remaining a minimum of fifty percent (50%) of the Manufacturers' recommended time between overhaul (TBO) and/or time retirement life. In the event the foregoing requirement is not met, Lessee shall pay to Lessor in place respect of each such Main Component for which such requirement is not met a dollar amount which equals the product of (i) the fraction, the numerator of which is the difference between (x) fifty percent (50%) of the Manufacturer's recommended TBO and/or time retirement life for such Main Component and (y) the amount of the Manufacturer's recommended TBO and/or time retirement life remaining for such Main Component, and the denominator of which is the Manufacturer's recommended TBO and/or time retirement life for such Main Component; multiplied by (ii) the total cost, as identified by the Manufacturer of such Main Component, to overhaul or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paidreplacement is necessary, to a place designated by Lessor within replace such Main Component, as the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shallcase may be, at its expense: (i) cause the Equipment time of return. In no event will any time or cycle related Main Component on the Aircraft have less than 25% of time or cycles remaining to qualify for all applicable licenses replacement or permits necessary for its operation and for its intended purposeoverhaul at the time or return, and Lessee shall overhaul or replace any Main Component as necessary prior to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing Aircraft to accrue and be payable under ensure that the Lease with respect to such Equipment until it requirement of this sentence is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demandmet.
Appears in 1 contract
Samples: Aircraft Lease Agreement (MPW Industrial Services Group Inc)
Return. Upon any cancellation, termination or expiration of any Lease (after i) On the occurrence of an Event of Default or otherwise)Return Occasion, Lessee shallwill, unless Casualty Occurrence has occurred, at its expense, cause redeliver the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it Aircraft to Lessor at the Return Location in place or, if instructed a condition complying with the requirements of Exhibit E and this Section 16:
(A) free and clear of all Liens (other than Lessor's Liens or any Lien arising by or through Lessor, ship any Beneficiary or any Lender);
(B) having the Equipment benefits of any indemnities and warranties which have been assigned to and are held by Lessee relating to the Aircraft assigned to Lessor;
(C) duly registered in the name of Lessor with the FAA;
(D) unless otherwise agreed by the Beneficiaries in a condition so as to ensure the Aircraft has either a current, freight valid and insurance pre-paidexisting certification of airworthiness for airline operation or (at the Beneficiaries, to a place designated by Lessor within the 48 contiguous United Stateselection) an export certificate of airworthiness, in either case, issued by the condition required under Section 4 hereof FAA; and
(E) if specified by the Beneficiaries, Lessee shall cooperate with Lessor to ensure that the Aircraft is deregistered from the FAA; provided that Lessee complies with the foregoing and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manualsof its obligations under this Lease, documents and recordsLessor shall technically accept redelivery of the Aircraft from Lessee at Lessee's maintenance facilities in Honolulu, and, Hawaii before the commencement of any storage period (it being understood that if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for during the manufacturer’s (ferry flight to the Return Location any defect or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessornon-compliance which was purportedly corrected in connection with the Final Inspection shall reoccur, Lessee shallshall be responsible for rectifying such defect or non-compliance); PROVIDED, HOWEVER, that if a C Check shall be performed in connection with the Return -60- Occasion, then such technical inspection and acceptance shall occur at its expense: (i) cause the Equipment to qualify location of the facility in the United States of America or Canada approved by FAA for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements C Check of applicable federal, state and local laws, regulations and ordinances; 737-200 aircraft at which such C Check is performed.
(ii) provide safe, suitable storage, acceptable to Lessor, for In the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If event that Lessee does not surrender or return any item of Equipment the Aircraft to Lessor on the specified date of expiration or in the condition required under a earlier termination of this Lease, for any cause (other than due to the fault of Lessor, any Beneficiary or the Lender), then the obligations of Lessee under this Lease shall continue and such continued use shall not be considered a renewal of the terms of this Lease or a waiver of any right of Lessor hereunder and Lessor may terminate Lessee's right as to the Aircraft on written notice to Lessee and Lessee shall fully indemnify Lessor, the Lender and each other Indemnitee on demand against all losses, liabilities, actions, proceedings, costs and expenses thereby suffered or incurred by Lessor, the Lender or any other Indemnitee. During such continued use, damages in addition an amount equal to all other available rights and remedies, at Lessor’s election, such Equipment Basic Rent (as provided below) shall continue to be subject paid by Lessee to Lessor, and the performance of other obligations of Lessee to Lessor shall continue hereunder. Basic Rent shall be pro-rated on a daily basis for each day until the Aircraft is actually delivered to Lessor, and all the other terms and conditions of the Lease, with Rent this Lease shall remain in full force and other charges continuing effect. Payment shall be made promptly upon presentation of Lessor's invoice and any failure to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent pay shall accrue at 125% constitute a default of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demandLessee.
Appears in 1 contract
Samples: Aircraft Lease Agreement (Turn Works Acquisition Iii Sub a Inc)
Return. A. Upon any cancellation, termination or expiration of any Lease (after Lessee's right to possession of the occurrence of an Event of Default or otherwise)Helicopter, Lessee shallshall return the Helicopter to Lessor and Lessor shall accept it, in accordance with the following provisions.
(i) The Helicopter will be returned at Lessee's expense to Lessor at Xxxxxxx Airport, Belmar, New Jersey ("BLM").
(ii) The Helicopter shall have a currently valid U.S. Certificate of Airworthiness, and all mandatory AD and other bulletins shall have been complied with in accordance with the Lessee's FAA approved maintenance program.
(iii) The Helicopter shall have been maintained by Lessee in accordance with the provisions of this Lease, and the Helicopter shall be cleaned to industry standards, suitable for flying operations in accordance with FAA requirements.
(iv) Except as may otherwise be agreed by the parties in writing, the Helicopter shall be in the same condition as when delivered to Lessee, except for reasonable and ordinary wear and tear, use and depreciation, and shall be equipped with the same or similar engines, components, appliances, accessories, instruments and equipment as when delivered to Lessee. Lessee shall have no obligation as to time remaining on time-limited components or to make any adjustment in that regard except as specifically provided in this Lease for the time flown on the engines and other major components identified in Exhibit B hereto.
(v) All special company markings of Lessee on the Helicopter shall have been removed and any and all visible corrosion shall have been repaired or removed and the Helicopter shall be painted white.
(vi) All logs, records, manuals, and historical documents pertaining thereto, in a current condition and as required by this Lease, shall be delivered to Lessor.
(vii) No later than the date provided for the return of the Helicopter, Lessee will make the Helicopter available to Lessor at a mutually acceptable location for the purpose of permitting Lessor to make an inspection. Prior to Lessor's acceptance, Lessee will, at its expense, cause correct any condition making the Equipment Helicopter unairworthy or otherwise not in the condition, as determined by a an unbiased third party, required for return hereunder, and shall demonstrate the proper correction there of to be prepared Lessor's satisfaction.
(viii) This Lease and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it Lessee's obligation to pay Fixed Rent to Lessor in place or, if instructed by Lessor, ship shall terminate upon Lessee's return of the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, Helicopter in the condition required under Section 4 hereof and under by this Lease. In the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by event that an authorized manufacturer’s representative and immediately qualified for unbiased third party determines that the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period Helicopter was not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or returned in the condition required under a by this Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment Lessee shall continue to be subject to all pay Fixed Rent until such time as the terms and conditions of Helicopter is in compliance with the condition required by this Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demand.
Appears in 1 contract
Return. Upon any cancellationLessee shall have the option, termination or upon the expiration of any Lease the Term of each Schedule, to return all (after but not less than all) of the occurrence of an Event of Default or otherwise)Equipment described on all Schedules executed hereunder, to Lessor upon the following terms and conditions: If Lessee desires to exercise this option, Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, and remedies(ii) return the Equipment to Lessor in accordance with Section X hereof. Thereafter, at upon return of all of the Equipment described on all Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph (b), Lessor will transfer, on an AS IS BASIS, all of Lessor’s election, 's interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as to the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment, free and clear of any liens or encumbrances created by Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination and other documents and instruments as reasonably may be subject required in order to all convey or terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease net sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held by, Lessor. Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demandif any.
Appears in 1 contract
Samples: Master Lease Agreement (North Atlantic Energy Corp /Nh)
Return. Upon Except as may be provided in any Schedule, upon any cancellation, termination or expiration of any Lease (after the occurrence of an Event of Default or otherwise), Lessee shall, at its expense, cause the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s 's rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s 's premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s 's election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable on demand.. Master Lease Agreement
Appears in 1 contract
Samples: Master Lease Agreement (Industrial Services of America Inc)
Return. Upon (a) Prior to the Lessee notifying the Lessor Trustee and the Agent of the Lessee's intent to return the Equipment or its election to exercise its option to sell the Equipment pursuant to Section 18.3, the Lessee must demonstrate that each Item of Equipment can perform at its original performance specifications under full test loads with regard to speed, register control, utility and quality of printed matter, and each Item of Equipment must print a Graphic Arts Technical Foundation ("GATF") test sheet to an acceptable degree as interpreted by GATF. An outside printing expert selected by the Lessor Trustee or the Agent and paid for by the Lessee (the "Printing Expert") shall perform an Equipment inspection to verify the physical condition of the Equipment and shall supervise the demonstration. The Printing Expert shall inspect printed material coming off the Equipment for its saleability. If the Printing Expert determines that improvements are needed to make the equipment perform according to the manufacturer's original performance specifications or if the GATF test is unacceptable, the Lessee shall make any cancellationnecessary improvements at its sole cost and expense under the supervision of the original manufacturer.
(b) With respect to each Item of Equipment, upon the expiration or earlier termination or expiration of any the Lease (after Term, the occurrence of an Event of Default or otherwise), Lessee shallLessee, at its sole expense, cause the Equipment to be prepared shall de-install, crate for shipping and adequately protected for shipment by an authorized manufacturer’s representative and either surrender return it to the Lessor Trustee by delivering it to such location as the Lessor Trustee specifies. The Equipment shall be removed by a licensed and insured erector/rigger approved by the Lessor Trustee and the Agent and specializing in place orthe crating, if instructed removal, transportation and reassembly of the Equipment, and deinstallation and reassembly shall be performed by Lessora licensed and experienced technician and in a prescribed manner, ship the including without limitation proper marking and labeling of all electrical wires, hoses, and components. The Equipment to Lessorshall be reassembled on its return and, freight and insurance pre-paidwhen returned, to a place designated by Lessor within the 48 contiguous United States, shall be in the condition required under by Section 4 hereof and under the applicable Schedule9.1. Accordingly, able to be put into immediate service and to perform at manufacturer’s rated levels (if any)if, together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease with respect to such Equipment until it is so surrendered or returned to Lessor, except that Rent shall accrue at 125% of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessor) during the Lease Term, payable any Item of Equipment has not been given all scheduled maintenance and overhauls and all repairs that are necessary to continue operating it at normal commercial conditions in accordance with Section 9.1, then the Lessee shall cause all restorative or repair work to be performed on demand.it that is necessary to
Appears in 1 contract
Samples: Equipment Lease (Mail Well Inc)
Return. Upon any cancellation, termination or expiration The Lessee may return the Containers pursuant to the provisions of any Lease the Lease. The Lessee shall be responsible for all shipping and transportation to nominated Lessor depot. Such costs shall be borne by the Lessee.
(after the occurrence a) The Containers and/or each of an Event of Default or otherwise), Lessee shall, at its expense, cause the Equipment them shall be deemed to be prepared returned:
(i) In the case of Containers which are in good condition and adequately protected for shipment by repair, on the actual date of return to an authorized manufacturer’s representative and either surrender it to Lessor in place or, if instructed by Lessor, ship the Equipment to Lessor, freight and insurance pre-paid, to a place approved depot designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances;
(ii) provide safeIn the case of Containers which are not returned in good condition and repair, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in when all Lessee damage has been approved by the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment Lessee. All per diem charges due hereunder shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under upon each Container until Lessor is satisfied that Lessee's allocation of damages are approved in full.
(b) In the Lease event that Lessor terminates this lease pursuant to Paragraph 6 below, Lessor shall in its sole discretion specify the designated depots into which the Containers are to be redelivered.
(c) On the date of return of each Container, the Lessee shall ensure that each Container is accompanied by a written cleaning certificate issued by a recognised independent surveyor, guaranteeing that the Container and its fittings shall be gas free, clean from any oil, rust, dirt, moisture and particles (residue) of any previous cargo, and in the case of Containers dedicated to the carriage of food grade products, shall be fit for the carriage of cargoes intended for human consumption. For the avoidance of doubt, any corrosion, pitting, scratching, staining, etching or any other damage, in the sole opinion of the Lessor (backed by an independent source where required) of unreasonable nature on and/or in the barrel of the Container, its fitting and accessories and/or to its insulation cladding and/or damage to the framework of the Containers, shall not be deemed normal wear and tear. All Containers will be repaired in accordance with the then current repair standard criteria as set forth by the International Tank Container Organisation (ITCO). In the event Lessee returns any Container without said cleaning certificate, Lessor will obtain an estimate of the costs involved in obtaining appropriate certification. This may involve transportation costs, to and from the cleaning station, plus the costs of the cleaning, and the certification by an independent surveyor. Authorisation to conduct these additional costs, as set forth in the estimate shall be given by Lessee or its local agent within five (5) days of receipt of the estimate. If Lessee or it’s agent fails to respond within seven (7) days, from the date the estimate was sent, Lessor has the right to proceed and xxxx Lessee with such costs as per the estimate.
(d) In case any Container is returned damaged, an estimate of the amount and cost of the repairs necessary to repair the damage will be given to Lessee by Lessor or Lessors agent. Authorisation to conduct the repairs as set forth in the estimate shall be given by Lessee or its local agent within five (5) days of receipt of the estimate. If, requested within this period, by the Lessee or its local agent or nominated inspector, a further five (5) working days shall be allowed for any further inspection of the Container. If Lessee or it’s agent fails to adhere to any of the deadlines set forth herein, Lessor has the right to proceed and repair the Container and xxxx Lessee with repair costs as per the original estimate.
(e) All repair invoices shall be sent to Lessee or Lessee's local agent and shall be paid by Lessee within thirty (30) days of receipt.
(f) Notwithstanding anything to the contrary elsewhere in the Lease, in respect of Container or Containers for which the Lessor has agreed to provide Damage Protection Plan (‘DPP Containers') to the Lessee, such Container or Containers will be off-hired on date of return to depot, except in the following cases:-
(i) where the nature of the damage to such Equipment until it DPP Containers is so surrendered or returned not covered by the Lessor's Damage Protection Plan.
(ii) where damages to Lessor, except that Rent shall accrue at 125% the DPP Containers is attributable to a product inappropriate for such DPP Containers.
(iii) negligence on behalf of the last Rent allocable to Lessee. In such item of Equipment cases the off- hire procedure shall be as provided in sub Paragraph (as reasonably calculated by Lessora) during the Lease Term, payable on demand(ii) above.
Appears in 1 contract
Samples: Lease Agreement
Return. Upon any cancellationUnless Lessee shall have exercised its extension option or its purchase option pursuant to this Section, termination or upon the expiration of any Lease (after the occurrence Term of an Event of Default or otherwise)each Schedule, Lessee shall, at its expense, cause shall return all (but not less than all) of the Equipment to be prepared and adequately protected for shipment by an authorized manufacturer’s representative and either surrender it described on all Schedules executed hereunder, to Lessor in place or, if instructed by Lessor, ship upon the Equipment to Lessor, freight following terms and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, conditions: Lessee shall, at its expense: shall (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment pay to Lessor on the date or in last day of the condition required under a LeaseTerm with respect to each individual Schedule, in addition to the scheduled Rent then due on such date and all other available rights sums then due hereunder, a terminal rental adjustment amount equal to the Fixed Purchase Price of such Equipment, plus the Make Whole Amount, if any, and remedies(ii) return the Equipment to Lessor in accordance with the provisions of Annex F attached hereto. Thereafter, at Lessor’s electionupon return of all of the Equipment described on all Schedules executed hereunder, Lessor and Lessee shall arrange for the commercially reasonable sale, scrap or other disposition of the Equipment. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessors interest in and to the Equipment. Lessor shall not be required to make and may specifically disclaim any representation or warranty as the condition of such Equipment and other matters (except that Lessor shall continue warrant that it has conveyed whatever interest it received in the Equipment free and clear of any liens or encumbrances created by Lessor). Lessor shall execute and deliver to Lessee such Uniform Commercial Code Statements of Termination as reasonably may be subject required in order to all terminate any interest of Lessor in and to the terms and conditions Equipment. Upon the sale, scrap or other disposition of the Lease, with Rent and other charges continuing to accrue and be payable under Equipment the Lease net sales proceeds with respect to such the Equipment until it is so surrendered or returned sold will be paid to, and held and applied by, Lessor as follows: Lessor shall promptly thereafter pay to Lessor, except that Rent shall accrue at 125% Lessee an amount equal to the Residual Risk Amount (as specified in the Schedule) of the last Rent allocable to such item of Equipment (as reasonably calculated by Lessorless all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred in connection with the sale, scrap, or disposition of such Equipment) during plus all net proceeds, if any, of such sale in excess of the Lease TermResidual Risk Amount of the Equipment and applicable taxes, payable on demandif any. Lessor shall be obligated to pay to Lessee the residual risk amount regardless of the amount of net sales proceeds.
Appears in 1 contract
Return. Upon any cancellation(1) Unless Lessee shall have exercised its extension option, termination or its renewal option, or its purchase option pursuant to this Section 9, upon the expiration of any Lease the Term of each Schedule, as to all (after but not less than all) of the occurrence of an Event of Default or otherwise)Equipment described on all Schedules executed hereunder, Lessee shall: (i) pay to Lessor the Contingent Rent; and (ii) cause the Equipment to satisfy the return conditions specified in Annex D attached to the Schedules. Lessee shall actively seek bids for the sale of the Equipment to an independent third party, at its expense, and Lessor and Lessee will cause the Equipment to be prepared sold to one or more independent third parties upon the expiration of the Term with respect to each individual Schedule (such sale to be consummated on the date of expiration of the Term with respect to such individual Schedule). The proposed sale of the Equipment shall be subject to the prior written approval of Lessor if the anticipated Net Sales Proceeds to be received as a result of such sale is less than the Lease Balance with respect to such Equipment.
(2) If all of the Equipment has been sold to an independent third party or parties upon the expiration of the Term of the Schedule with respect thereto, the gross sales proceeds shall be paid to Lessor. If the net sales proceeds resulting from the sale of the Equipment pursuant to this Section 9(b) (after application of the gross sales proceeds to reimburse Lessor and adequately protected the other Affected Parties for shipment all reasonable costs, expenses and fees, including storage, reasonable and necessary maintenance and other remarketing fees incurred by Lessor or any other Affected Party in connection with such sale, and any sales or transfer taxes and charges upon sale) (the “Net Sales Proceeds”): (i) is less than the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) with respect to such Equipment, then Lessee shall pay to Lessor (in the manner provided in Section 2(b)) on the last day of the Term with respect to the applicable Schedule the amount of such deficiency (provided, however, that in no event shall the aggregate amount so required to be paid by Lessee for all Schedules exceed the aggregate of the Maximum Lessee Risk Amounts for all Schedules) plus the scheduled Rent (if any) then due on such date and all other sums then due hereunder (including all Related Costs); or (ii) is more than the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) plus all sales or transfer taxes and charges upon sale, plus all Related Costs, and all other reasonable and documented expenses incurred by Lessor or any other Affected Party in connection with such sale, including, without limitation, any such expenses incurred based on a notice from Lessee to Lessor that Lessee intended to return the Equipment, plus Rent (if any) then due, then Lessor shall pay to Lessee such excess.
(3) If all of the Equipment has not been sold to an authorized manufacturer’s representative and either surrender it independent third party or parties upon the expiration of the Term of the Schedule with respect thereto, Lessee shall return the Equipment to Lessor in place oraccordance with the provisions of Annex D attached to the applicable Schedule and Lessee shall pay to Lessor (in the manner provided in Section 2(b)) on the last day of the Term with respect to each individual Schedule the Lease Balance (determined as of the expiration of the Term of the Schedule with respect thereto) with respect to the Equipment, plus Rent (if instructed by Lessor, ship any) then due. Lessor shall then attempt to sell the Equipment to Lessor, freight an independent third party or parties and insurance pre-paid, to a place designated by Lessor within the 48 contiguous United States, in the condition required under Section 4 hereof and under the applicable Schedule, able to be put into immediate service and to perform at manufacturer’s rated levels (if any), together with all related manuals, documents and records, and, if applicable, reassembled by an authorized manufacturer’s representative and immediately qualified for the manufacturer’s (or its authorized servicing representative’s) then available service contract or warranty. If requested by Lessor, Lessee shall, at its expense: (i) cause the Equipment to qualify for all applicable licenses or permits necessary for its operation and for its intended purpose, and to comply with all specifications and requirements of applicable federal, state and local laws, regulations and ordinances; (ii) provide safe, suitable storage, acceptable to Lessor, for the Equipment for a period not to exceed 90 days from the date of return; and (iii) cooperate with Lessor in attempting to remarket the Equipment, including display and demonstration to prospective parties, and allowing Lessor to conduct a private sale on Lessee’s premises. If Lessee does not surrender or return any item of Equipment to Lessor on the date or in the condition required under a Lease, in addition to all other available rights and remedies, at Lessor’s election, such Equipment shall continue to be subject to all the terms and conditions of the Lease, with Rent and other charges continuing to accrue and be payable under the Lease gross sales proceeds with respect to such Equipment until it shall be paid to Lessor (in the manner provided in Section 2(b)). That portion of the Net Sales Proceeds received by Lessor which is so surrendered in excess of the amount of all Related Costs, and all other reasonable and documented expenses incurred by Lessor or returned any other Affected Party in connection with such sale, including, without limitation, any such expenses incurred based on a notice from Lessee to Lessor that Lessee intended to return the Equipment (the “Excess Amount”), shall be paid by Lessor to Lessee. If the amount of the Lease Balance paid by Lessee pursuant to this Section 9(b)(3), minus the Excess Amount, exceeds the Maximum Lessee Risk Amounts for all Schedules, Lessor shall additionally pay to Lessee that portion of the amount of such excess over the Maximum Lessee Risk Amounts for all Schedules as does not exceed the Maximum Lessor Risk Amounts for all Schedules.
(4) Upon sale of the Equipment in accordance with this Section 9(b) and receipt by Lessor of the gross sales proceeds with respect thereto, Lessor will transfer, on an AS IS BASIS, all of Lessor, ’s interest in and to such Equipment and shall release its interest in and to the Additional Collateral. Lessor shall not be required to make and may specifically disclaim any representation or warranty as to the condition of such Equipment and other matters (except that Rent Lessor shall accrue at 125% warrant that it has conveyed whatever interest it received in such Equipment from Lessee, free and clear of the last Rent allocable any Lessor’s Lien). At Lessee’s expense, Lessor shall deliver to Lessee such item of Equipment (Uniform Commercial Code Financing Statement Amendment Terminations as reasonably calculated by Lessor) during may be required in order to terminate any interest of Lessor in and to the Lease Term, payable on demandEquipment and the Additional Collateral.
Appears in 1 contract
Samples: Master Lease Financing Agreement (First American Corp)
