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Common use of Vehicle Use Clause in Contracts

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurredoccurred and so long as no Lessee Partial Wind-Down Event has occurred with respect to the relevant Lessee (subject, the Lessees however, to Section 2.6 hereof), such Lessee may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation business of such payments among Financing SourcesLessee. Vehicle Such use shall be confined primarily to the United States, with limited use outside the United Statesin Canada and Mexico; provided, however, that the principal place of business or rental office of the Eligible Franchisee such Lessee with respect to any the Vehicles used outside the United States shall be is located in the United States. Each The relevant Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien Trustee's lien on the Vehicles and the related Certificates of Title as a perfected first lien in any applicable jurisdiction. Each Lessee may, at such the relevant Lessee’s 's sole expense, change the place of principal location of any Vehicles. After any such Notwithstanding the foregoing, no change of location, the applicable Lessee location shall take be undertaken unless and until (i) all actions necessary (i) to maintain the Lien of the Master Collateral Agent Trustee on such Vehicles and the Certificates of Title with respect to such Vehicles, Vehicles shall have been taken and (ii) to meet or obtain all material legal requirements applicable to such VehiclesVehicles shall have been met or obtained. Following a Lease Event of Default, Lessee Partial Wind-Down Event or Manufacturer Event of Default, and upon the Lessor’s 's request, each the relevant Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Vehicles, Vehicles or knowingly permit the same to be used, used for any unlawful purpose. The Lessees Each Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Each Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees Each Lessee and the Lessor agree that each Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle Vehicle preparation and conditioning services with respect to Vehicles purchased by the Lessor from the Manufacturers as are customary. The Lessor, the Master Collateral Agent Lessor or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent Lessor or the Trustee may during reasonable business hours from time to time, without disruption of the applicable each Lessee’s or the related Franchisee’s 's business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located. Each Lessee shall not sublease any Vehicles, nor shall such Lessee assign any right or interest herein or in any Vehicles; provided, however, that the foregoing shall not be deemed to prohibit the Lessees from renting Vehicles to third party customers in the ordinary course of their car rental businesses.

Appears in 1 contract

Samples: Master Motor Vehicle Lease Agreement (Team Rental Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Supplement to the Base Indenture relating to a Group III Series of Notes) has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees' businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default [(or any similar event under any Supplement to the Base Indenture relating to a Group VI III Series Supplementof Notes)], the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s 's Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s 's sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s 's request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s 's or the related Franchisee’s 's business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurredoccurred and so long as no Lessee Partial Wind-Down Event has occurred with respect to the relevant Lessee (subject, the Lessees however, to Paragraph 7 of Annex A), such Lessee may use Group II Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation business of such payments among Financing SourcesLessee. Vehicle Such use shall be confined primarily to the United States, with limited use outside the United Statesin Canada and Mexico; provided, however, that the principal place of business or rental office of the Eligible Franchisee such Lessee with respect to any the Group II Vehicles used outside the United States shall be is located in the United States. Each The relevant Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Group II Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Trustee's Lien on the Group II Vehicles and the related Certificates of Title as a perfected lien first Lien in any applicable jurisdiction. Each Lessee may, at such the relevant Lessee’s 's sole expense, change the place of principal location of any Group II Vehicles. After any such Notwithstanding the foregoing, no change of location, the applicable Lessee location shall take be undertaken unless and until (i) all actions necessary (i) to maintain the Lien of the Master Collateral Agent Trustee on such Group II Vehicles and the related Certificates of Title with respect to such Vehicles, shall have been taken and (ii) to meet or obtain all material legal requirements applicable to such VehiclesGroup II Vehicles shall have been met or obtained. Following a Lease Event of Default, Lessee Partial Wind-Down Event, or, with respect to the Group II Repurchase Vehicles, a Manufacturer Event of Default, and upon the Lessor’s 's request, each the relevant Lessee shall advise the Lessor in writing where all Group II Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Group II Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees Each Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Group II Vehicles. The Lessees Each Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group II Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators drivers of such Group II Vehicles are licensedduly licensed to drive in accordance with applicable law. The Lessees Each Lessee and the Lessor agree that each Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle Vehicle preparation and conditioning services with respect to Group II Vehicles purchased by the Lessor from the Manufacturers as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent Lessor or the Trustee may during reasonable business hours from time to time, without disruption of the applicable each Lessee’s or the related Franchisee’s 's business, subject to applicable law, inspect Group II Vehicles and registration certificates, Certificates of Title and related documents covering Group II Vehicles wherever the same shall be located. Group II Vehicles leased hereunder may be subleased by the applicable Lessee to any other Lessee listed on Schedule 1 to this Agreement or added as a Lessee pursuant to Section 23 of this Agreement; provided, however, that neither the original Lessee nor the Guarantor shall be released from any of its obligations in respect of any Group II Vehicle so subleased.

Appears in 1 contract

Samples: Master Motor Vehicle Lease Agreement (Budget Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI VII Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI VII Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurredoccurred and so long as no Lessee Partial Wind-Down Event has occurred with respect to the relevant Lessee (subject, the Lessees however, to Section 2.6 hereof), such Lessee may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation business of such payments among Financing SourcesLessee. Vehicle Such use shall be confined primarily to the United States, with limited use outside the United Statesin Canada and Mexico; provided, however, that the principal place of business or rental office of the Eligible Franchisee such Lessee with respect to any the Vehicles used outside the United States shall be is located in the United States. Each The relevant Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien Trustee's lien on the Vehicles and the related Certificates of Title as a perfected first lien in any applicable jurisdiction. Each Lessee may, at such the relevant Lessee’s 's sole expense, change the place of principal location of any Vehicles. After any such Notwithstanding the foregoing, no change of location, the applicable Lessee location shall take be undertaken unless and until (i) all actions necessary (i) to maintain the Lien of the Master Collateral Agent Trustee on such Vehicles and the Certificates of Title with respect to such Vehicles, Vehicles shall have been taken and (ii) to meet or obtain all material legal requirements applicable to such VehiclesVehicles shall have been met or obtained. Following a Lease Event of Default, Lessee Partial Wind-Down Event, or, with respect to the Repurchase Vehicles, a Manufacturer Event of Default, and upon the Lessor’s 's request, each the relevant Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Vehicles, Vehicles or knowingly permit the same to be used, used for any unlawful purpose. The Lessees Each Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Each Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees Each Lessee and the Lessor agree that each Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle Vehicle preparation and conditioning services with respect to Vehicles purchased by the Lessor from the Manufacturers as are customary. The Lessor, the Master Collateral Agent Lessor or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent Lessor or the Trustee may during reasonable business hours from time to time, without disruption of the applicable each Lessee’s or the related Franchisee’s 's business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same shall be located. Each Lessee shall not sublease any Vehicles, nor shall such Lessee assign any right or interest herein or in any Vehicles; provided, however, that the foregoing shall not be deemed to prohibit the Lessees from renting Vehicles to third party customers in the ordinary course of their car rental businesses.

Appears in 1 contract

Samples: Motor Vehicle Lease Agreement (Team Rental Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group IV Series Supplement) has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI IV Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group II Series Supplement) has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI II Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may The Lessee shall use Vehicles leased hereunder in solely for the regular course of their respective businessesLessee's domestic daily rental car operations; provided that the Lessee may, including (subject from time to Section 25.6 hereof) subleasing such time, sublease Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businessesthe Lessee's business and such Eligible Franchisees shall rent Vehicles subleased by it to consumers in the ordinary course of such Eligible Franchisee's domestic daily rental car operations (provided further, however, that the aggregate Net Book Value of all Vehicles subject to Subleases on any day shall not exceed an amount equal to (a) 5` of the aggregate Net Book Value of all Vehicles leased under the Lease on such day, or (b) such greater amount as each Rating Agency shall have confirmed in writing will not result in the reduction or withdrawal of the then current rating of any outstanding Series of Notes). Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease Agreement and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Eligible Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each The Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such the Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien 's lien on the Vehicles and as noted on the related Certificates of Title (other than recordation of the Lien of the Master Collateral Agent on the Certificates of Title for the Initial Vehicles) as a perfected first-priority lien in any applicable jurisdiction. Each The Lessee may, at such the Lessee’s 's sole expense, change the place of principal location of any Vehicles. After Within 60 days after any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Vehicles and as noted on the Certificates of Title with respect to such Vehicles (other than recordation of the Lien of the Master Collateral Agent on the Certificates of Title for the Initial Vehicles) and the Lessor shall cooperate to the extent required for the Lessee to do so, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s 's request, each the Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Lessee shall or shall cause the related Franchisees to comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or and shall require such related the Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, upon reasonable prior notice, without disruption of the applicable Lessee’s 's or the related Franchisee’s business, Franchisees' business and subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Republic Industries Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees Lessee may use Vehicles leased hereunder in the regular course of their respective businessesbusiness of the Lessee, including (subject including, from time to Section 25.6 hereof) time, subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businessesLessee's business. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease Agreement and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each The Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement)Default, the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each The Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such the Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien 's lien on the Vehicles and the related Certificates of Title (other than recordation of liens with respect to the Existing Fleet) as a perfected lien in any applicable jurisdiction. Each The Lessee may, at such the Lessee’s 's sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such VehiclesVehicles (other than recordation of liens with respect to the Existing Fleet), and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s 's request, each the Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related the Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s 's or the related Franchisee’s 's business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group III Series Supplement) has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI III Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businessesLessee's business. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease Agreement and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement)Default, the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s 's Lien on the Vehicles and the related Certificates of Title (other than recordation of liens with respect to the Existing Fleet) as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s 's sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such VehiclesVehicles (other than recordation of liens with respect to the Existing Fleet), and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s 's request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s 's or the related Franchisee’s 's business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI V Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI V Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default with respect to any Group IV Series of Notes has occurredoccurred and so long as no Lessee Partial Wind-Down Event has occurred with respect to the relevant Lessee (subject, the Lessees however, to Paragraph 7 of Annex A), such Lessee may use Group IV Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation business of such payments among Financing SourcesLessee. Vehicle Such use shall be confined primarily to the states of the United States, with limited use outside the United Statesin Canada and Mexico; provided, however, that the principal place of business or rental office of the Eligible Franchisee such Lessee with respect to any the Group IV Vehicles used outside the United States shall be is located in the United States. Each The relevant Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Group IV Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Trustee's Lien on the Group IV Vehicles and the related Certificates of Title as a perfected lien first Lien in any applicable jurisdiction. Each Lessee may, at such the relevant Lessee’s 's sole expense, change the place of principal location of any Group IV Vehicles. After any such Notwithstanding the foregoing, no change of location, the applicable Lessee location shall take be undertaken unless and until (i) all actions necessary (i) to maintain the Lien of the Master Collateral Agent Trustee on such Group IV Vehicles and the related Certificates of Title with respect to such Vehicles, shall have been taken and (ii) to meet or obtain all material legal requirements applicable to such VehiclesGroup IV Vehicles shall have been met or obtained. Following a Lease Event of Default, Lessee Partial Wind-Down Event, Limited Liquidation Event of Default with respect to any Group IV Series of Notes or, with respect to the Group IV Repurchase Vehicles, a Manufacturer Event of Default, and upon the Lessor’s 's request, each the relevant Lessee shall advise the Lessor in writing where all Group IV Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees Lessee shall not knowingly use any Group IV Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees Each Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Group IV Vehicles. The Lessees Each Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group IV Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators drivers of such Group IV Vehicles are licensedduly licensed to drive in accordance with applicable law. The Lessees Each Lessee and the Lessor agree that each Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle Vehicle preparation and conditioning services with respect to Group IV Vehicles purchased by the Lessor from the Manufacturers as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent Lessor or the Trustee may during reasonable business hours from time to time, without disruption of the applicable each Lessee’s or the related Franchisee’s 's business, subject to applicable law, inspect Group IV Vehicles and registration certificates, Certificates of Title and related documents covering Group IV Vehicles wherever the same shall be located. Group IV Vehicles leased hereunder may be subleased by the applicable Lessee to any other Lessee listed on Schedule 1 to this Agreement or added as a Lessee pursuant to Section 23 of this Agreement; provided, however, that neither the original Lessee nor the Guarantor shall be released from any of its obligations in respect of any Group IV Vehicle so subleased.

Appears in 1 contract

Samples: Lease Agreement (Budget Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Supplement to the Base Indenture relating to a Group IV Series of Notes) has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Supplement to the Base Indenture relating to a Group VI IV Series Supplementof Notes), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees The Lessee may use Vehicles leased hereunder in the its regular course of business and the Lessee’s and its subsidiaries’ employees may use Vehicles leased hereunder in their respective businessespersonal or professional capacities, including (subject to Sections 2.5 and 17 hereof and Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in 9.2 of the ordinary course of Lessees’ businessesBase Indenture. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle Such use shall be confined primarily to the United States, with limited use outside the United Statesin Canada and Mexico; provided, however, provided that the principal place of business or rental office of the Eligible Franchisee Lessee with respect to any the Vehicles used outside the United States shall be is located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as Subject to the Lessorpreceding sentence, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s its sole expense, change the place of principal location of any Vehicles. After any such Notwithstanding the foregoing, no change of location, the applicable Lessee location shall take be undertaken unless and until all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default, and upon the Lessor’s request, each Lessee Vehicles shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally locatedhave been met or obtained. The Lessees Lessee shall not knowingly use any Vehicles, Vehicles or knowingly permit the same to be used, used for any unlawful purpose. The Lessees Lessee shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Lessee shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees Lessee and the Lessor agree that the Lessee shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle Vehicle preparation and conditioning services with respect to Vehicles leased by the Lessee hereunder as are customary. The Lessor, the Master Collateral Agent Lessor or the Trustee Trustee, or any authorized representative of the Lessor, the Master Collateral Agent Lessor or the Trustee Trustee, may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles wherever they are located. In addition to its normal daily rental operations, the Lessee may sublet Vehicles to (A) Person(s) in the ordinary course of business, so long as (i) the sublease to such Person(s) is subject to the terms and registration certificatesconditions of this Agreement and expressly states that it is subordinate in all respects to this Agreement, Certificates (ii) the Vehicles being subleased are being used in such Person(s)’ daily rental car business and (iii) the aggregate Net Book Value of Title the Vehicles being subleased at any one time is less than ten percent of the aggregate Net Book Value of all Vehicles being leased under this Agreement at such time and related documents covering (B) to any wholly-owned subsidiary of the Lessee (including HERC), so long as (i) the sublease of such Vehicles wherever to such wholly-owned subsidiary is subject to the same be locatedterms and conditions of this Agreement and expressly states that it is subordinate in all respects to this Agreement and (ii) the Vehicles being subleased are being used in such wholly-owned subsidiary’s daily rental car business or equipment rental business, or by such subsidiary’s employees in their personal or professional capacities. The sublease of any Vehicles permitted by this Section 7 shall not release the Lessee from any obligations under this Agreement.

Appears in 1 contract

Samples: Master Motor Vehicle Operating Lease and Servicing Agreement (Hertz Global Holdings Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may use Vehicles leased hereunder in the regular course of their respective businesses, including (subject to Section 25.6 hereof) subleasing such Vehicles to Eligible Franchisees pursuant to Lessee Agreements, including Subleases, used in the ordinary course of Lessees’ businesses. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI VIII Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI VIII Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order to establish, perfect and maintain the Lessor’s title to and interest in the Acquired Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and to establish, perfect and maintain the Master Collateral Agent’s Lien on the Vehicles and the related Certificates of Title as a perfected lien in any applicable jurisdiction. Each Lessee may, at such Lessee’s sole expense, change the place of principal location of any Vehicles. After any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the Lien of the Master Collateral Agent on such Vehicles and the Certificates of Title with respect to such Vehicles, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees shall and shall require the related Franchisees to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees shall or shall cause the related Franchisees to comply with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or shall require such related Franchisees to take reasonable steps to ensure that operators are licensed. The Lessees shall or shall cause the related Franchisees to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Dollar Thrifty Automotive Group Inc)

Vehicle Use. So long as no Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default has occurred, the Lessees may Each Lessee shall use Vehicles leased hereunder solely for such Lessee's domestic daily rental car operations, whether through Fleet Sharing Parties or directly; provided that a Lessee (the "Named Lessee") may permit another Lessee to use Vehicles leased by the Named Lessee hereunder in the regular ordinary course of their respective businessesthe domestic daily rental car operations of such other Lessee (but the Named Lessee shall remain fully liable for its obligations under this Series 1997 Lease and the other Related Documents); provided further that a Lessee may, including (subject from time to Section 25.6 hereof) subleasing time, permit Fleet Sharing Parties to use Vehicles leased by such Vehicles to Eligible Franchisees Lessee hereunder pursuant to Lessee Agreements, including SubleasesFleet Sharing Agreements, used in the ordinary course of Lessees’ businessesthe Lessee's business and each such Fleet Sharing Party shall rent Vehicles used by it pursuant to a Fleet Sharing Agreement to consumers in the ordinary course of such Fleet Sharing Party's domestic daily rental car operations; provided further, however, that the aggregate Net Book Value of all Vehicles subject to Fleet Sharing Agreements on any day shall not exceed an amount equal to (a) 10% of the aggregate Net Book Value of all Vehicles leased under this Series 1997 Lease on such day, or (b) such greater amount as each Rating Agency shall have confirmed in writing will not result in the reduction or withdrawal of the then current rating of any outstanding Commercial Paper Notes of any Series 1997 Variable Funding Noteholder. Notwithstanding any such Lessee Agreement, the applicable Lessee shall remain fully liable for its obligations under this Lease and the other Related Documents with respect to the Group VI Series of Notes (including any obligation hereunder or thereunder that it may cause any Franchisee Fleet Sharing Party to perform or fulfill). Each Lessee shall cause all payments under the Lessee Agreements, to the extent such payments relate to vehicles comprising the Master Collateral, to be deposited directly into the Master Collateral Account, and upon the occurrence and during the continuance of a Lease Event of Default, Liquidation Event of Default or Limited Liquidation Event of Default (or any similar event under any Group VI Series Supplement), the Master Servicer shall promptly specify to the Master Collateral Agent the allocation of such payments among Financing Sources. Vehicle use shall be confined primarily to the United States, with limited use outside the United States; provided, however, that the principal place of business or rental office of the Eligible Franchisee with respect to any Vehicles used outside the United States shall be located in the United States. Each Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Lessor, the Master Collateral Agent, the Master Servicer or the Trustee shall from time to time reasonably request in order (x) to establish, perfect and maintain the Lessor’s 's title to and interest in the Acquired Vehicles and the related Certificates of Title and the Lessee's title to and interest in all other Vehicles and the related Certificates of Title as against such Lessee or any third party in any applicable jurisdiction and (y) to establish, perfect and maintain the Master Collateral Agent’s Lien 's lien on all Series 1997 Vehicles as noted (other than in respect of the Vehicles and Initial Fleet) on the related Certificates of Title as a perfected first-priority lien in any applicable jurisdiction. Each A Lessee may, at such the Lessee’s 's sole expense, change the place of principal location of any Series 1997 Vehicles. After Within sixty (60) days after any such change of location, the applicable Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Vehicles and as noted (other than in respect of the Initial Fleet) on the Certificates of Title with respect to such VehiclesVehicles and the Lessor shall cooperate to the extent required for the Lessee to do so, and (ii) to meet or obtain all material legal requirements applicable to such Vehicles. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Lessor’s 's request, each Lessee shall advise the Lessor in writing where all Vehicles leased by such Lessee hereunder as of such date are principally located. The Lessees No Lessee shall not knowingly use any Vehicles, or knowingly permit the same to be used, for any unlawful purpose. The Lessees Each Lessee shall and shall require the related Franchisees Fleet Sharing Parties to use reasonable precautions to prevent loss or damage to Vehicles. The Lessees Each Lessee shall or shall cause the related Franchisees Fleet Sharing Parties to comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Vehicles and shall or and shall require such related Franchisees the Fleet Sharing Parties to take reasonable steps to ensure that operators are licensed. The Lessees Each Lessee shall or shall cause the related Franchisees Fleet Sharing Parties to perform, at its or their own expense, such vehicle preparation and conditioning services with respect to Vehicles leased by it as are customary. The Lessor, the Master Collateral Agent or the Trustee or any authorized representative of the Lessor, the Master Collateral Agent or the Trustee may during reasonable business hours from time to time, without disruption of the applicable Lessee’s or the related Franchisee’s business, subject to applicable law, inspect Vehicles and registration certificates, Certificates of Title and related documents covering Vehicles wherever the same be located.

Appears in 1 contract

Samples: Master Motor Vehicle Lease and Servicing Agreement (Republic Industries Inc)