Common use of Release of Contract Assets in Connection with Redemptions Clause in Contracts

Release of Contract Assets in Connection with Redemptions. (a) In connection with the redemptions permitted under this Article XI (including, for the avoidance of doubt, all Optional Partial Redemptions and Takeout Transactions), the Trustee shall release its Lien on the applicable Contract Assets, upon (I) the deposit of the amounts set forth in Section 11.02(c) or Section 11.07, as applicable, into the Collection Account and (II) the Issuer’s delivery to the Trustee, the Custodian and the Administrative Agent of an Officer’s Certificate, (1) identifying the Contracts and the related Equipment to be released, which shall be all Contracts and related Equipment in the case of an Optional Redemption, Mandatory Redemption or Auction Call Redemption, (2) requesting the release thereof, (3) setting forth the amount deposited in the Collection Account with respect thereto, (4) certifying that the amount deposited in the Collection Account is, in the case of an Optional Redemption, Mandatory Redemption or Auction Call Redemption, at least equal to the Redemption Price and all other amounts required to be paid in connection with a redemption under this Article XI or, in the case of an Optional Partial Redemption or Takeout Transaction, an amount equal to the Contract Repurchase Price for the Contracts being released from the Trustee’s Lien, and (5) certifying that all other conditions precedent set forth in the Transaction Documents relating to such release have been satisfied. For the avoidance of doubt, any release of the Trustee’s Lien on any Contract Assets made in connection with a Takeout Transaction or an Optional Partial Redemption shall be further subject to Section 11.07 hereof. (b) Upon release of the Trustee’s Lien on the applicable Contract Assets in accordance with Section 11.05(a), the Custodian shall deliver to the Issuer, in the case of an Optional Redemption, Mandatory Redemption, Optional Partial Redemption or Takeout Transaction, or to the Winning Bidder, in the case of the Auction Call Redemption, the applicable Contracts and all related Contract Assets described in the Issuer’s Officer’s Certificate.

Appears in 2 contracts

Sources: Indenture (Resource America, Inc.), Indenture (Resource America, Inc.)