Common use of Appointment of Security Agent Clause in Contracts

Appointment of Security Agent. (a) Fleet National Bank is hereby appointed by GE Capital, the Owner Trustee and the Indenture Trustee as security agent hereunder, under the Deed of Trust and Security Agreement, under the Security Agreement, under the Pledge Agreements and under the other Lessee Security Documents, and GE Capital, the Owner Trustee and the Indenture Trustee hereby authorize Fleet National Bank, in its capacity as the Security Agent, to take such action on their behalf under the provisions of this Agreement and the other Lessee Security Documents and to exercise such powers and perform such duties as are expressly delegated to the Security Agent by the terms of this Agreement, together with such other powers as are reasonably incidental thereto. (b) Except as otherwise specifically provided in this Security Deposit Agreement, upon the written instructions at any time and from time to time of Owner Participant and/or the Administrative Agent, as the case may be (which instructions, if requested by the Security Agent, shall state that such parties are authorized to act on behalf of the Owner Trustee and the Indenture Trustee and that such instructions are consistent with Section 3.10 of the Indenture), the Security Agent shall take such of the following actions as may be specified in such instructions: (i) exercise such election or option, or make such decision or determination, or give such notice, consent, waiver or the approval or exercise such right, remedy or power or take such other action hereunder or under any other Transaction Document or in respect of any part or all of the Lessee Collateral or the Lessor Collateral as shall be specified in such instructions and as are consistent with this Security Deposit Agreement and the other Collateral Security Documents; provided that remedial actions taken with respect to the Lessor Collateral shall be at the exclusive direction of the Indenture Trustee (or the Administrative Agent acting on its behalf); (ii) take such action with respect to, or to preserve or protect, the Lessee Collateral and Lessor Collateral (including the discharge of Liens) as shall be specified in such instructions and as are consistent with this Security Deposit Agreement and the other Collateral Security Documents; and (iii) take such other action in respect of the subject matter of this Security Deposit Agreement and the other Collateral Security Documents as is consistent with the terms hereof, thereof and the other Transaction Documents. The Security Agent shall have the right to request such written instructions at any time and from time to time. The Security Agent will execute and file or cause to be filed such continuation statements with respect to financing statements relating to the security interest created under the Lessee Security Documents in the Lessee Collateral or under the Indenture in the Lessor Collateral as may be specified from time to time in written instructions of the Owner Participant and the Administrative Agent (which instructions may, by their terms, be operative only at a future date and which shall be accompanied by the execution form of such continuation statements so to be filed). The Security Agent hereby accepts the trust created by this Security Deposit Agreement and to act as security agent hereunder and under the Lessee Security Documents. (c) The Security Agent agrees to accept all revenues, cash, payments, insurance and condemnation proceeds, other amounts and Permitted Investments to be delivered to or held by the Security Agent pursuant to the terms of this Agreement. The Security Agent shall hold and safeguard the Accounts (and the revenues, cash, payments, insurance and condemnation proceeds, instruments, securities and other amounts on deposit therein) during the term of this Agreement and shall treat the revenues, cash, payments, insurance and condemnation proceeds, instruments, securities and other amounts in the Accounts as funds, instruments, securities and other properties pledged by the Partnership (other than the Interest Hedging Account, in which the Partnership has no interest) to the Security Agent as collateral securing the Lessee Obligations and pledged by the Owner Trustee (other than the Equity Collateral) to the Indenture Trustee for the benefit of the Loan Participants, to be held by the Security Agent as collateral securing the Lender Obligations in accordance with the provisions hereof.

Appointment of Security Agent. (a) Fleet Shawmut Bank Connecticut, National Bank Association is hereby appointed by GE Capital, Capital and the Owner Trustee and the Indenture Trustee as security agent hereunder, under the Deed of Trust and Security Agreement, under the Security Agreement, under the Pledge Agreements and under the other Lessee Collateral Security Documents, and GE Capital, Capital and the Owner Trustee and the Indenture Trustee hereby authorize Fleet Shawmut Bank Connecticut, National BankAssociation, in its capacity as the Security Agent, to take such action on their behalf under the provisions of this Agreement and the other Lessee Collateral Security Documents and to exercise such powers and perform such duties as are expressly delegated to the Security Agent by the terms of this Agreement, together with such other powers as are reasonably incidental thereto. (b) Except as otherwise specifically provided in this Security Deposit Agreement, upon the written instructions at any time and from time to time of Owner Participant and/or the Administrative Agent, as the case may be (which instructions, if requested by the Security Agent, shall state that such parties are authorized to act on behalf of the Owner Trustee and the Indenture Trustee and that such instructions are consistent with Section 3.10 of the Indenture)GE Capital, the Security Agent shall take such of the following actions as may be specified in such instructions: (i) exercise such election or option, or make m ake such decision or determination, or give such notice, consent, waiver or the approval or exercise such right, remedy or power or take such other action hereunder or under any other Transaction Document or in respect of any part or all of the Lessee Collateral or the Lessor Collateral as shall be specified in such instructions and as are consistent with this Security Deposit Agreement and the other Collateral Security Documents; provided that remedial actions taken with respect to the Lessor Collateral shall be at the exclusive direction of the Indenture Trustee (or the Administrative Agent acting on its behalf); (ii) take such action with respect to, or to preserve or protect, the Lessee Collateral and Lessor Collateral (including the discharge of o f Liens) as shall be specified in such instructions and as are consistent with this Security Deposit Agreement and the other Collateral Security Documents; and (iii) take such other action in respect of the subject matter of this Security Deposit Agreement and the other Collateral Security Documents as is consistent with the terms hereof, thereof and the other Transaction Documents. The Security Agent shall have the right righ t to request such written instructions at any time and from time to time. The Security Agent will execute and file or cause to be filed such continuation statements with respect to financing statements relating to the security interest created under the Lessee Collateral Security Documents in the Lessee Collateral or under the Indenture in the Lessor Collateral as may be specified from time to time in written instructions of the Owner Participant and the Administrative Agent GE Capital (which instructions may, by their terms, be operative only at a future date and which shall be accompanied by the execution form fo rm of such continuation statements so to be filed). The Security Agent hereby accepts the trust created by this Security Deposit Agreement and to act as security agent hereunder and under the Lessee Collateral Security Documents. (c) The Security Agent agrees to accept all revenues, cash, payments, insurance and condemnation proceeds, other amounts and Permitted Investments to be delivered to or held by the Security Agent pursuant to the terms of this Agreement. The Security Agent shall hold and safeguard the Accounts (and the revenues, cash, payments, insurance and condemnation proceeds, instruments, securities and other amounts on deposit therein) during the term of this Agreement and shall treat the revenues, cash, payments, insurance and condemnation proceeds, instruments, securities and other amounts in the Accounts as funds, instruments, securities and other properties pledged by the Partnership (other than the Interest Hedging Account, in which the Partnership has no interest) to the Security Agent as collateral securing the Lessee Obligations and pledged by the Owner Trustee (other than the Equity Collateral) to the Indenture Trustee for the benefit of the Loan Participants, to be held by the Security Agent as collateral securing the Lender Obligations in accordance with the provisions hereof.