Common use of Substitutions of Equipment Clause in Contracts

Substitutions of Equipment. (a) Notwithstanding any provision of any Operative Document to the contrary and subject to the provisions of this Section 13, Lessee may at any time, so long as no Lease Event of Default has occurred and is continuing hereunder, substitute an Item or Items of Equipment ("Replaced Equipment") with natural gas compressors ("Replacement Equipment") that (i) as of the date Lessee delivers the Notice of Substitution defined below in Section 13(b) (the "Substitution Date") has a Date of Manufacture or a Date of Overhaul no earlier than three (3) years prior to the Substitution Date, (ii) is not subject to any Liens other than Permitted Liens or Lessor Liens (iii) is of a Similar Type, and (iv) has an estimated fair market value as of the Substitution Date and an estimated Residual Value in each case when aggregated with the estimated fair market values and the estimated Residual Values, respectively, equal to, or in excess of, the aggregate Acquisition Costs and the aggregate Residual Values, respectively, of the Replaced Equipment; provided, however, the condition in clause (i) need not be satisfied if (x) Lessee shall have delivered to Lessor and Assignee with the Notice of Substitution an Appraisal confirming satisfaction of the condition in clause (iii) or (y) as of the Substitution Date, the aggregate Acquisition Costs for all Replacement Equipment that does not satisfy clause (i) or for which no Appraisal has been delivered does not exceed, from time to time, $3,000,000; and provided further, that after any such substitution, the Items of Equipment as a group are representative of the types and horse power of natural gas compressors at the time owned, managed or leased by Lessee.

Substitutions of Equipment. (a) Notwithstanding any provision of any Operative Document to the contrary and subject to the provisions of this Section 13, Lessee may at any time, so long as no Lease Event of Default has occurred and is continuing hereunder, substitute an Item or Items equipment of Equipment ("Replaced Equipment") with natural gas compressors the type described in Schedule 1 of the Participation Agreement ("Replacement Equipment") that (i) as of the date Lessee delivers the Notice of Substitution defined below in Section 13(b) (the "Substitution Substitute Date") has a Date of Manufacture or a Date of Overhaul no earlier than three two (32) years prior to the Substitution Date, (ii) is not subject to any Liens other than Permitted Liens or Lessor Liens and (iii) is of a Similar Type, and (iv) has an estimated fair market value as of the Substitution Date and an estimated Residual Value in each case when aggregated with the estimated fair market values and the estimated Residual Values, respectively, equal to, or in excess of, the aggregate Acquisition Costs Casualty Loss Value and the aggregate Residual ValuesValue, respectively, of the Item of Equipment that Lessee has elected to replace (the "Replaced Equipment"); provided, however, the condition in clause (i) need not be satisfied if (xA) Lessee shall have delivered to Lessor and Assignee the Administrative Agent with the Notice of Substitution an Appraisal confirming satisfaction of the condition in clause (iii) or (yB) as of the Substitution Date, the aggregate Acquisition Costs for all Replacement Equipment that does not satisfy clause (i) or for which no Appraisal has been delivered in accordance with clause (A), in accordance with Section 13(c), Section 14 or otherwise, does not exceed, from time to time, $3,000,000; and provided further, that after any such substitution, the Items of Equipment as a group are representative of the types and horse power of natural gas compressors at the time owned, managed or leased by Lessee1,500,000.

Substitutions of Equipment. (a) Notwithstanding any provision of any Operative Document to the contrary and subject to the provisions of this Section 13, Lessee may at any time, so long as no Lease Event of Default has occurred and is continuing hereunder, substitute an Item or Items equipment of Equipment ("Replaced Equipment") with natural gas compressors the type described in Schedule 1 of the Participation Agreement ("Replacement Equipment") that (i) as of the date Lessee delivers the Notice of Substitution defined below in Section 13(b) (the "Substitution Substitute Date") has a Date of Manufacture or a Date of Overhaul no earlier than three two (32) years prior to the Substitution Date, (ii) is not subject to any Liens other than Permitted Liens or Lessor Liens and (iii) is of has a Similar Type, and (iv) has an estimated fair market value as of the Substitution Date and an estimated Residual Value in each case when aggregated with the estimated fair market values and the estimated Residual Values, respectively, equal to, or in excess of, the aggregate Acquisition Costs Casualty Loss Value and the aggregate Residual ValuesValue, respectively, of the Item of Equipment that Lessee has elected to replace (the "Replaced Equipment"); provided, however, the condition in clause (i) need not be satisfied if (xA) Lessee shall have delivered to Lessor and Assignee the Administrative Agent with the Notice of Substitution an Appraisal confirming satisfaction of the condition in clause (iii) or (yB) as of the Substitution Date, the aggregate Acquisition Costs for all Replacement Equipment that does not satisfy clause (i) or for which no Appraisal has been delivered in accordance with clause (A) does not exceed, from time to time, exceed $3,000,000; and provided further, that after any such substitution, the Items of Equipment as a group are representative of the types and horse power of natural gas compressors at the time owned, managed or leased by Lessee1,500,000.