Common use of Substitution and Replacement of Equipment Clause in Contracts

Substitution and Replacement of Equipment. (a) The Company, at its option, may, at any time and from time to time, request the Trustee to release an Item of Equipment from the Lien of this Indenture, and upon receipt of a Company Order requesting such release, the Trustee shall execute and deliver an appropriate instrument furnished by the Company to the Trustee releasing such Item of Equipment from the Lien of this Indenture; provided that no Item of Equipment shall be so released unless, in accordance with this Section, simultaneously there shall be subject to the Lien of this Indenture railcars having the same or greater Fair Value as the Item of Equipment to be so released by the Trustee. (b) At or prior to the time of delivery of any Company Order for release of any Item of Equipment pursuant to this Section, the Company shall take all the actions specified in Section 9.11(b)(i) through (vi) (provided that, except in the case of a substitution resulting from the exercise by a lessee of its purchase option with respect to an Item of Equipment under a Lease, the Officer's Certificate provided pursuant to Section 9.11(b)(iv) shall certify that upon consummation of such replacement, no Indenture Event of Default will exist hereunder) with respect to each Replacement Item of Equipment and the related Lease, if any, and deliver to the Trustee an Officer's Certificate stating the Fair Value, as of the date specified in such Certificate, of each Item of Equipment so to be released by the Trustee (which Certificate shall include the basis for such determination).