Substitution of Assets. On any day prior to the occurrence of a Termination Event or the commencement of the Turbo Period (and after the occurrence of a Termination Event or during the Turbo Period at the discretion of the Administrative Agent; the parties hereto acknowledging that the Turbo Period has commenced as of the Turbo Effective Date), the Seller may, subject to the conditions set forth in this Section 2.18 and subject to the other restrictions contained herein, replace any Asset with one or more Eligible Assets (each, a “Substitute Asset”); provided that no such replacement shall occur unless each of the following conditions is satisfied as of the date of such replacement and substitution:
(a) the Seller has recommended to the Administrative Agent (with a copy to the Collateral Custodian) in writing that the Asset to be replaced should be replaced (each a “Replaced Asset”);
(b) each Substitute Asset is an Eligible Asset on the date of substitution;
(c) (x) if all Pool Concentration Criteria were satisfied immediately prior to giving effect to the inclusion of the Substitute Asset, all Pool Concentration Criteria continue to be satisfied after giving effect to such inclusion or (y) if any Pool Concentration Criteria was not satisfied immediately prior to giving effect to such inclusion, the degree of non-satisfaction of each Pool Concentration Criteria will be maintained or improved after giving effect to the inclusion of such Substitute Asset;
(d) for purposes only of substitutions pursuant to Section 4.6 undertaken because an Asset has become a Warranty Asset, the aggregate Outstanding Asset Balance of such Substitute Assets shall be equal to or greater than the aggregate Outstanding Asset Balances of the Replaced Assets;
(e) for purposes only of substitutions pursuant to Section 4.6 undertaken because an Asset has become a Warranty Asset, such Substitute Assets, at the time of substitution by the Seller, shall have no greater weighted average life than the Replaced Asset;
(f) all representations and warranties of the Seller contained in Section 4.1 and Section 4.2 shall be true and correct as of the date of substitution of any such Substitute Asset;
(g) the substitution of any Substitute Asset does not cause a Termination Event or Unmatured Termination Event to occur;
(h) the sum of the Outstanding Asset Balance of all Assets that are Substitute Assets (other than in the case of substitutions pursuant to Section 4.6 undertaken because an Asset has become a Warranty As...
Substitution of Assets. The Employer shall have the right at any time, and from time to time, in its sole discretion, to substitute assets of equal fair market value for any asset held by the Trust. This right is exercisable by the Employer in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
Substitution of Assets. The Company shall have the right at any time, and from time to time in its sole discretion, to substitute assets of equal fair market value for any asset held by the Trust. This right is exercised by the Company in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
Substitution of Assets. On any day prior to the occurrence of a Termination Event (and after the Termination Date at the discretion of the Administrative Agent with the consent of the Purchaser Agents), the Seller may, subject to the conditions set forth in this Section 2.18 and subject to the other restrictions contained herein, replace any Asset with one or more Eligible Assets (each, a
Substitution of Assets. At any time prior to a Change in Control or Threatened Change in Control, the Company shall have the right at any time and from time to time, in its sole discretion, to substitute assets of equal fair market value for any asset held by the Trust. This right is exercisable by the Company in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity. Following a Change in Control or Threatened Change in Control, substitution of assets must be acceptable to the Trustee and not detrimental to the interests of the Participants and Beneficiaries.
Substitution of Assets. The Rights Agreement contemplates that the Company will reserve a sufficient number of authorized but unissued shares of Common Stock to permit the exercise of the right to exchange the Rights should the Rights become exercisable. The Board of Directors may (and under certain circumstances is obligated to) issue other equity securities or assets upon the exercise of the Rights if sufficient shares of Common Stock are not available for issuance should the Rights become exercisable. The Board of Directors may make adequate provision to substitute for the shares of Common Stock which are not available for issuance upon exercise of such Rights either cash, other equity securities of the Company (including, without limitation, shares of Preferred Stock of the Company), debt securities of the Company, other assets, or a combination of the foregoing, having an aggregate value (as determined by a majority of the Board of Directors after receiving advice from a nationally recognized investment banking firm) equal to the value of the shares of Common Stock unavailable for issuance upon exercise of the Rights. In addition, the Board of Directors, subject to certain limitations, may amend the Rights to change the Exercise Price and therefore the number of shares of Common Stock issuable upon exercise of the Rights. If the Company does not take such action within 30 days following the later of a Flip-In Event or the date on which the Company's right of redemption with respect to the Rights expires, then the Company will be required to deliver cash as the substitute for the unavailable authorized shares of Common Stock.
Substitution of Assets. If, at any time prior to the Contribution, Parent or Besicorp shall consider or be advised that the composition of the Retained Assets would be unduly expensive or impractical to, the Surviving Corporation, assets of equal value that were to be distributed to Newco pursuant to the Contribution may be substituted for such of the Retained Assets as may be necessary in order to prevent the composition of the Retained Assets from having such an effect on the Surviving Corporation, subject to the approval of Parent and Besicorp, which approval will not be reasonably refused, in which case the Retained Assets shall be deemed to include the assets so excluded from the Contribution and the Retained Assets shall be deemed to exclude the assets so substituted and the parties hereto shall execute any agreements, instruments, waivers or assurances or any take any other actions as are necessary, desirable or proper in connection with such substitution. Any expenses incurred by the Surviving Corporation under this Section 1.9 shall be paid by Newco.
Substitution of Assets. The Company shall have the right at any time, and from time to time in its sole discretion, to substitute assets (which may include shares of Company stock) of equal fair market value for any asset held by the Trust.
Substitution of Assets. The Reinsurer shall have the right to instruct the Trustee to substitute or exchange assets contained within the Trust Account provided that (i) the replacement assets are Eligible Trust Account Assets; (ii) the replacement assets shall be deposited in the Trust Account on the same day of substitution or exchange, (iii) the aggregate Book Value, including accrued interest for so long as such interest is credited by the Trustee, of the replacement assets are at least equal to the aggregate Book Value, including accrued interest for so long as such interest is credited by the Trustee, of the assets being removed from the Trust Account; and (iv) the aggregate Fair Market Value, including accrued interest for so long as such interest is credited by the Trustee, of the replacement assets is at least equal to the aggregate Fair Market Value, including accrued interest for so long as such interest is credited by the Trustee, of the assets being removed from the Trust Account.
Substitution of Assets. Except as provided in Section 14(c)(4)(C), the Company has the right at any time, and from time to time, in its sole discretion, to substitute assets of equal fair market value for any asset held by the Trust. This right is exercisable by the Company in a nonfiduciary capacity without the approval or consent of any person in a fiduciary capacity.
