Common use of Permitted Contests in Respect of Applicable Law Clause in Contracts

Permitted Contests in Respect of Applicable Law. If, to the extent and for so long as, a test, challenge, appeal or proceeding for review of any Applicable Law relating to the Equipment shall be prosecuted diligently and in good faith in appropriate proceedings by the Lessee, the Lessee shall not be required to comply with such Applicable Law but only if and so long as any such test, challenge, appeal or proceeding shall not, in the reasonable opinion of the Lessor Trustee, involve (a) any risk of criminal liability being imposed on the Lessor Trustee or any Certificate Holder or (b) any risk of (i) foreclosure, forfeiture or loss of any Item of the Equipment, or any material part thereof, or (ii) the nonpayment of Rent or (c) any substantial risk of (i) the sale of, or the creation of, any Lien (other than a Permitted Lien) on any part of the Equipment, (ii) civil liability being imposed on the Lessor Trustee, any Certificate Holder, or the Equipment, or (iii) enjoinment of, or interference with, the use, possession or disposition of the Equipment in any material respect. Neither the Lessor Trustee nor any Certificate Holder will be required to join in any proceedings pursuant to this Section 12.1 unless a provision of any Applicable Law requires that such proceedings be brought by or in the name of such party; and in that event such party will join in the proceedings or permit them or any part thereof to be brought in its name if and so long as the Lessee pays all related expenses and indemnifies such party with respect to such proceedings.

Permitted Contests in Respect of Applicable Law. If, to the extent and for so long as, as (a) a test, challenge, appeal or proceeding for review of any Applicable Law relating to the Equipment any Property shall be prosecuted diligently and in good faith in appropriate proceedings by the Lesseea Lessee or (b) compliance with such Applicable Law shall have been excused or exempted by a valid nonconforming use, the variance permit, Master Lease waiver, extension or forbearance, such Lessee shall not be required to comply with such Applicable Law but only if and so long as any such test, challenge, appeal appeal, proceeding, waiver, extension, forbearance or proceeding noncompliance shall not, in the reasonable opinion of the Lessor TrusteeAdministrative Agent, the Lenders and the Lessor, involve (aA) any risk of criminal liability being imposed on the Administrative Agent, any Lender, the Lessor Trustee or any Certificate Holder such Property or (bB) any risk of (i1) foreclosure, forfeiture or loss of any Item of the Equipmentsuch Property, or any material part thereof, or (ii2) the nonpayment of Rent or (cC) any substantial risk of (i1) the sale of, or the creation of, of any Lien (other than a Permitted Property Lien) on on, any part of the Equipmentsuch Property, (ii2) civil liability being imposed on the Administrative Agent, the Lender, the Lessor Trustee, any Certificate Holder, or the Equipmentsuch Property, or (iii3) enjoinment of, or interference with, the use, possession or disposition of the Equipment such Property in any material respect. Neither the The Lessor Trustee nor any Certificate Holder will not be required to join in any proceedings pursuant to this Section SECTION 12.1 unless a provision of any Applicable Law requires that such proceedings be brought by or in the name of such partythe Lessor; and in that event such party the Lessor will join in the proceedings or permit them or any part thereof to be brought in its name if and so long as (i) no Lessee has elected the Remarketing Option, (ii) no Default has occurred and is continuing and (iii) the applicable Lessee pays all related expenses and indemnifies such party with respect the Lessor and the other Indemnitees to such proceedingsthe satisfaction of the respective Indemnitees.

Permitted Contests in Respect of Applicable Law. If, to the extent and for so long as, as (a) a test, challenge, appeal or proceeding for review of any Applicable Law relating to the Equipment Property or the obligation to comply therewith shall be prosecuted diligently and in good faith in appropriate proceedings by the LesseeLessee or (b) compliance with such Applicable Law shall have been excused or exempted by a valid nonconforming use, variance permit, waiver, extension or forbearance, the Lessee shall not be required to comply with such Applicable Law but only if and so long as any as, in each case, such test, challenge, appeal appeal, proceeding, waiver, extension, forbearance or proceeding noncompliance shall not, in the reasonable opinion of the Lessor Trusteeand the Lenders, involve (aA) any risk of criminal liability being imposed on the Lessor Trustee Lessor, any Lender or any Certificate Holder the Property or (bB) any significant risk of (i1) the foreclosure, forfeiture or loss of any Item of the EquipmentProperty, or any material part thereof, or (ii2) the nonpayment of Rent or Rent, (c) any substantial risk of (i3) the sale of, or the creation of, of any Lien (other than a Permitted Lien) on on, any part of the EquipmentProperty, (ii4) civil liability being imposed on the Lessor TrusteeLessor, any Certificate Holder, Lender or the EquipmentProperty for which the Lessee is not obligated to indemnify such parties under the Operative Documents, or (iii5) enjoinment of, or interference with, the use, possession or disposition of the Equipment Property in any material respect. Neither the The Lessor Trustee nor any Certificate Holder will not be required to join in any proceedings pursuant to this Section 12.1 unless a provision of any Applicable Law requires that such proceedings be brought by or in the name of the Lessor or it is customary in the applicable jurisdiction for the title holder to join in such partyproceedings; and in that event such party the Lessor will join in the proceedings or permit them or any part thereof to be brought in its name if and so long as (i) the Lessee has not elected the Remarketing Option, (ii) no Lease Event of Default shall have occurred and be continuing and (iii) the Lessee pays all related expenses and indemnifies such party with respect the Lessor and the Lenders to such proceedings.the reasonable satisfaction of the respective Indemnitees. Master Lease

Permitted Contests in Respect of Applicable Law. IfSo long as no Event of Default has occurred and is continuing, Lessee, on its own or on Lessor Trustee's behalf and in Lessor Trustee's name but at Lessee's sole cost and expense and subject to Section 6 of the extent Participation Agreement, may contest by appropriate administrative or judicial proceedings conducted in good faith and for so long aswith due diligence, a testthe amount, challengevalidity or application, appeal in whole or proceeding for review in part, of any Applicable Law or third party charges relating to the Equipment shall be prosecuted diligently and in good faith in appropriate proceedings by the LesseeEquipment, the Lessee shall not be required to comply with such Applicable Law or any Lien, but only if and so long as any such test, challenge, appeal or proceeding shall notcontest, in the reasonable opinion of the Lessor TrusteeTrustee and the Agent, involve (a) does not involve any risk of criminal liability being imposed on the Lessor Trustee Trustee, the Agent or any Certificate Holder or (b) does not involve any risk of (i) foreclosure, forfeiture or loss of any Item of the Equipment, or any material part thereof, or (ii) the nonpayment of Rent or Rent, (c) does not involve any substantial risk of (i) the sale of, or the creation of, any Lien (other than a Permitted Lien) on any part Item of the EquipmentEquipment or any Part, (ii) civil liability being imposed on the Lessor Trustee, the Agent, any Certificate Holder, or the Equipment, or (iii) enjoinment of, or interference with, the use, possession or disposition of the Equipment in any material respect, (d) will suspend the collection and enforcement of contested amounts against the Equipment, the Lessor Trustee, the Agent, and the Certificate Holders and will be concluded before the Lease Term ends, and (e) Lessee has posted any security reasonably requested by the Agent. Neither None of the Lessor Trustee nor any the Agent and the Certificate Holder Holders will be required to join in any proceedings pursuant to this Section 12.1 unless a provision of any Applicable Law requires that such proceedings be brought by or in the name of such partyPerson; and in that event such party Person will join in the proceedings or permit them or any part thereof to be brought in its name if and so long as the Lessee pays all related expenses and indemnifies such party Person with respect to such proceedings.

Permitted Contests in Respect of Applicable Law. (a) If, to the extent and for so long as, as (i) a test, challenge, appeal or proceeding for review of any Applicable Law relating to any of the Equipment shall be prosecuted diligently and in good faith in appropriate proceedings by the LesseeLessee or (ii) compliance with such Applicable Law shall have been excused or exempted by a valid waiver, extension or forbearance, the Lessee shall not be required to comply with such Applicable Law but only if and so long as any such test, challenge, appeal appeal, proceeding, waiver, extension, forbearance or proceeding noncompliance shall not, in the reasonable opinion of the Lessor TrusteeLessor, the Financing Lenders and the Equity Lenders, involve (aA) any risk of criminal liability being imposed on the Lessor Trustee Lessor, any Financing Lender, any Equity Lender or any Certificate Holder item of the Equipment or (bB) any risk of (i1) foreclosure, forfeiture or loss of any Item such item of the Equipment, or any material part thereof, or (ii2) the nonpayment of Rent or (cC) any substantial risk of (i1) the sale of, or the creation ofof any Lien on, any Lien (other than a Permitted Lien) on any part of such item of the Equipment, (ii2) civil liability being imposed on the Lessor TrusteeLessor, any Certificate HolderFinancing Lender, any Equity Lender or such item of the Equipment, or (iii3) enjoinment of, or interference with, the use, possession or disposition of such item of the Equipment in any material respect. Neither Notwithstanding the foregoing, the Lessee shall have no right of contest under the provisions of this Section 12.1 upon any return or Remarketing of ------------ the Equipment pursuant to this Master Lease. (b) The Lessor Trustee nor any Certificate Holder will not be required to join in any proceedings pursuant to this Section 12.1 unless a provision of any Applicable Law ------------ requires that such proceedings be brought by or in the name of such partythe Lessor; and in that event such party event, the Lessor will join in the proceedings or permit them such proceedings or any part thereof to be brought in its name if and so long as (i) the Lessee has not elected the Remarketing Option and (ii) the Lessee pays all related expenses and indemnifies such party with respect the Lessor and the Lenders to such proceedingsthe satisfaction of the respective Indemnitees.