Common use of Sale of Trust Property Clause in Contracts

Sale of Trust Property. (a) The power to effect any sale of any portion of the Trust Property pursuant to Section 6.03 shall not be exhausted by any one or more sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property shall have been sold or all amounts payable on the Notes shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, postpone any public sale by public announcement made at the time and place of such sale. (b) To the extent permitted by applicable law, the Trustee shall not in any private sale sell the Trust Property, or any portion thereof, unless either (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in full, Noteholders evidencing not less than 66-2/3% of the Voting Rights consent to or direct the Trustee to make such sale; or (ii) the proceeds of such sale would be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid principal amount of all Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Payment Date next succeeding the date of such sale. (c) In connection with a sale of all or any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of cash any outstanding Notes or claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment; (ii) the Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no purchaser or transferee at such a sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (d) The method, manner, time, place and terms of any sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer or the Trust Property that are vested in the Trustee by this Indenture, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale of any portion of the Trust Property pursuant to Section 6.03 shall not be exhausted by any one or more sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property shall have been sold or all amounts payable on the Notes shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, postpone any public sale by public announcement made at the time and place of such sale. (b) To the extent permitted by applicable law, the Trustee shall not in any private sale sell the Trust Property, or any portion thereof, unless either (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in full, Noteholders evidencing not less than 66-2/3662/3% of the Voting Rights consent to or direct the Trustee to make such sale; or (ii) the proceeds of such sale would be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid principal amount of all Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Payment Date next succeeding the date of such sale. (c) In connection with a sale of all or any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of cash any outstanding Notes or claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment; (ii) the Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no purchaser or transferee at such a sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (d) The method, manner, time, place and terms of any sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer or the Trust Property that are vested in the Trustee by this Amended and Restated Indenture, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Amended and Restated Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale of any portion of the Trust Property pursuant to Section 6.03 shall not be exhausted by any one or more sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property shall have been sold or all amounts payable on the Notes shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, postpone any public sale by public announcement made at the time and place of such sale. (b) To the extent permitted by applicable law, the Trustee shall not in any private sale sell the Trust Property, or any portion thereof, unless either (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in full, the Noteholders of Notes evidencing not less than 66-2/3% of the Voting Rights Aggregate Note Principal Balance, consent to or direct the Trustee to make such sale; or (ii) the proceeds of such sale would be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid principal amount Aggregate Note Principal Balance of all Class A Notes, Class B Notes, Class C Notes, Class D such Notes and Class E Notes then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Monthly Payment Date next succeeding the date of such sale. (c) In connection with a sale of all or any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of cash any outstanding Notes or claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment; (ii) the Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer Company to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no purchaser or transferee at such a sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (d) The method, mannermariner, time, place and terms of any sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer Company or the Trust Property that are vested in the Trustee by this IndentureIndenture or pursuant to applicable law, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale (a "Sale") of any portion of the Trust Property pursuant to Section 6.03 6.04 hereof shall not be exhausted by any one or more sales Sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property securing the Certificates shall have been sold or all amounts payable on the Notes Certificates and under this Agreement with respect thereto shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, time postpone any public sale Sale by public announcement made at the time and place of such saleSale. (b) To the extent permitted by applicable law, the Trustee shall not not, in any private sale Sale, sell to a third party the Trust Property, or any portion thereof, unless either thereof unless: (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in fullBond Insurer, Noteholders evidencing not less than or if a Bond Insurer Default has occurred and is continuing, the Holders of 66-2/3% in principal amount of the Voting Rights Outstanding Certificates, consent in writing to or direct directs the Trustee to make such saleSale; or or (ii) if a Bond Insurer Default has occurred and is continuing, the proceeds of such sale Sale would not be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid aggregate principal amount of all Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes then outstanding the Outstanding Certificates and interest due or to become due thereon in accordance with Section 6.06 on the Payment Date next succeeding such Sale together with any amounts owing to the date of such saleBond Insurer under the Insurance Agreement. (c) In connection with a sale of all The Trustee, the Bond Insurer or the Certificateholders may bid for and acquire any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for saleProperty in connection with a public Sale thereof, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of paying cash therefor, any outstanding Notes Certificateholder may make settlement for the purchase price by crediting against amounts owing on the Certificates of such Holder or claims for interest thereon for credit in the amount other amounts owing to such Holder secured by this Agreement, that shall, upon distribution portion of the net proceeds of such saleSale to which such Holder would be entitled, after deducting the reasonable costs, charges and expenses incurred by the Trustee, the Bond Insurer or the Certificateholders in connection with such Sale. The Certificates need not be payable thereonproduced in order to complete any such Sale, and or in order for the net proceeds of such NotesSale to be credited against the Certificates. The Trustee, the Bond Insurer or the Certificateholders may hold, lease, operate, manage or otherwise deal with any property so acquired in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment;any manner permitted by law. (iid) the The Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale Sale thereof; (iii) . In addition, the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer Transferor to transfer and convey its interest in any portion of the Trust Property in connection with a sale Sale thereof, and to take all action necessary to effect such sale; and (iv) no . No purchaser or transferee at such a sale Sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (de) The method, manner, time, place and terms of any sale Sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer or the Trust Property that are vested in the Trustee by this Indenture, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale (a “Sale”) of any portion of the Trust Property Assets pursuant to Section 6.03 10.02 hereof shall not be exhausted by any one or more sales Sales as to any portion of the Trust Property Assets remaining unsold, but shall continue unimpaired until all of the entire Trust Property Assets shall have been sold or all amounts payable on the Offered Notes and under this Agreement with respect thereto shall have been paid. The Note Trustee may from time to time, upon directions in accordance with Section 6.12, time postpone any public sale Sale by public announcement made at the time and place of or prior to such saleSale. (b) To the extent permitted by applicable law, the Note Trustee shall not not, in any private sale Sale, sell to a third party the Trust PropertyAssets, or any portion thereof, unless either thereof unless: (i) until prior written notice of such time as Sale has been provided by the conditions specified Note Trustee to each Noteholder; (ii) the Majority Noteholders consent in Section 11.01(a) have been satisfied in full, Noteholders evidencing not less than 66-2/3% of the Voting Rights consent writing to or direct the Note Trustee to make such saleSale; or and (iiiii) the proceeds of such sale Sale would not be not less than the sum of all amounts due to the Note Trustee hereunder and the entire unpaid aggregate principal amount of all Class A Notes, Class B Notes, Class C Notes, Class D the Offered Notes and Class E Notes then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Payment Date next succeeding the date of such saleSale. (c) In connection with a sale The (X) Note Trustee on behalf of all the Noteholders or (Y) Certificateholder may bid for and acquire any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for saleAssets in connection with a public Sale thereof, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of paying cash any outstanding therefor, the Note Trustee at the direction of the Majority Noteholders may make settlement for the purchase price by crediting against amounts owing on the Offered Notes or claims for interest thereon for credit in the amount of such Noteholder, that shall, upon distribution portion of the net proceeds of such saleSale to which such Noteholder would be entitled, be payable thereonafter taking into account the payment priority provisions hereof and after deducting the reasonable costs, charges and such Notes, in case expenses incurred by the amounts so payable thereon shall be less than the amount due thereon, shall be returned to Note Trustee or the Noteholders after being appropriately stamped in connection with such Sale. Physical copies of the Offered Notes need not be produced in order to show complete any such partial payment;Sale, or in order for the net proceeds of such Sale to be credited against the Offered Notes. The (X) Note Trustee for the benefit of the Noteholders or (Y) Noteholders or (Z) Certificateholder, as the case may be, may hold, lease, operate, manage or otherwise deal with any property so acquired in any manner permitted by law. (iid) the The Note Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property Assets in connection with a sale Sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no . No purchaser or transferee at such a sale Sale shall be bound to ascertain the Note Trustee's ’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (de) The method, manner, time, place and terms of any sale Sale of all or any portion of the Trust Property Assets shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer or the Trust Property that are vested in the Trustee by this Indenture, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale of any portion of the Trust Property pursuant to Section 6.03 shall not be exhausted by any one or more sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property shall have been sold or all amounts payable on the Notes shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, postpone any public sale by public announcement made at the time and place of such sale. (b) To the extent permitted by applicable law, the Trustee shall not in any private sale sell the Trust Property, or any portion thereof, unless either (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in full, Noteholders the holders of Notes evidencing not less than 66-2/3% of the Voting Rights aggregate outstanding principal amount of the Class A Notes and Class B Notes, taken together, consent to or direct the Trustee to make such sale; or (ii) the proceeds of such sale would be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid principal amount of all the Class A Notes, Notes and the Class B Notes, Class C Notes, Class D Notes and Class E with respect to such Notes then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Monthly Payment Date next succeeding the date of such sale. (c) In connection with a sale of all or any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of cash any outstanding Notes or claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment; (ii) the Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer Company to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no purchaser or transferee at such a sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (d) The method, manner, time, place and terms of any sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer Company or the Trust Property that are vested in the Trustee by this IndentureIndenture or pursuant to applicable law, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.

Sale of Trust Property. (a) The power to effect any sale of any portion of the Trust Property pursuant to Section 6.03 shall not be exhausted by any one or more sales as to any portion of the Trust Property remaining unsold, but shall continue unimpaired until the entire Trust Property shall have been sold or all amounts payable on the Notes shall have been paid. The Trustee may from time to time, upon directions in accordance with Section 6.12, postpone any public sale by public announcement made at the time and place of such sale. (b) To the extent permitted by applicable law, the Trustee shall not in any private sale sell the Trust Property, or any portion thereof, unless either (i) until such time as the conditions specified in Section 11.01(a) have been satisfied in full, Noteholders evidencing not less than 66-2/3% 66?% of the Voting Rights consent to or direct the Trustee to make such sale; or (ii) the proceeds of such sale would be not less than the sum of all amounts due to the Trustee hereunder and the entire unpaid principal amount of all Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes and all amounts then due and payable under a Swap Agreement then outstanding and interest due or to become due thereon in accordance with Section 6.06 on the Payment Date next succeeding the date of such sale. (c) In connection with a sale of all or any portion of the Trust Property: (i) any one or more Noteholders or the Trustee may bid for and purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in paying the purchase money therefor, deliver in lieu of cash any outstanding Notes or claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and such Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to the Noteholders after being appropriately stamped to show such partial payment; (ii) the Trustee shall execute and deliver an appropriate instrument of conveyance transferring its interest in any portion of the Trust Property in connection with a sale thereof; (iii) the Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey its interest in any portion of the Trust Property in connection with a sale thereof, and to take all action necessary to effect such sale; and (iv) no purchaser or transferee at such a sale shall be bound to ascertain the Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (d) The method, manner, time, place and terms of any sale of all or any portion of the Trust Property shall be commercially reasonable. (e) The provisions of this Section 6.15 shall not be construed to restrict the ability of the Trustee to exercise any rights and powers against the Issuer or the Trust Property that are vested in the Trustee by this Indenture, including, without limitation, the power of the Trustee to proceed against the collateral subject to the lien of this Indenture and to institute judicial proceedings for the collection of any deficiency remaining thereafter.