Satisfaction and Discharge of the Indenture Sample Clauses

Satisfaction and Discharge of the Indenture. This Indenture shall cease to be of further effect with respect to the Notes except as to (a) rights of registration of transfer and exchange, (b) substitution of mutilated, destroyed, lost or stolen Notes, (c) rights of Noteholders to receive payments of principal thereof and interest thereon, (d) Sections 3.03, 3.04, 3.05, 3.08, 3.12, 3.13, 3.14, 3.17 and 3.23, (e) the rights, obligations and immunities of the Indenture Trustee hereunder (including the rights of the Indenture Trustee under Section 6.06 and the obligations of the Indenture Trustee under Section 4.02) and (f) the rights of Noteholders as beneficiaries hereof with respect to the property so deposited with the Indenture Trustee payable to all or any of them, and the Indenture Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture with respect to the Notes, when: (i) All Notes theretofore authenticated and delivered (other than (i) Notes that have been destroyed, lost or stolen and that have been replaced or paid as provided in Section 2.05 and (ii) Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Issuer and thereafter repaid to the Issuer or discharged from such trust, as provided in Section 3.03) have been delivered to the Indenture Trustee for cancellation; (ii) The Issuer has paid or caused to be paid all Issuer Obligations; and (iii) the Issuer has delivered to the Indenture Trustee and the Indenture Administrative Agents an Officer’s Certificate, and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with.

Satisfaction and Discharge of the Indenture. This Indenture will be discharged and will cease to be of further effect as to all outstanding Securities when: (a) all Securities theretofore authenticated and delivered (except lost, stolen or destroyed Securities which have been replaced or paid and Securities for whose payment money has theretofore been deposited in trust and thereafter repaid to Issuer) have been delivered to Trustee for cancellation; or (1) all Securities not theretofore delivered to Trustee for cancellation have become due and payable by reason of the making of a notice of redemption or otherwise and Issuer has irrevocably deposited or caused to be deposited with Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on the Securities not theretofore delivered to Trustee for cancellation for principal, premium, if any, and accrued interest to the date of maturity or redemption; (2) Issuer has paid all sums payable by it under this Indenture; and (3) Issuer has delivered irrevocable instructions to Trustee to apply the deposited money toward the payment of the Securities at maturity or the redemption date, as the case may be.

Satisfaction and Discharge of the Indenture. This Indenture will be discharged and will cease to be of further effect as to all outstanding Securities when:

Satisfaction and Discharge of the Indenture. Section 10.9 of the Base Indenture is hereby deleted in its entirety and replaced with the following text: “

Satisfaction and Discharge of the Indenture. (a) Article 13 of the Indenture is hereby amended by adding the following as Section 13.14 of the Indenture:

Satisfaction and Discharge of the Indenture. The Indenture and the respective obligations and responsibilities of the Issuer, the Collateral Trustee, the Master Servicer and the Trustee created hereby (other than the obligation of the Trustee to make payments to Series 2010-1 Noteholders as hereinafter set forth) shall terminate, except with respect to the duties described in Sections 7.03, 8.04, 11.04, 12.02(b), 13.06(a), 13.10 and 13.13 upon the earlier to occur of (i) at the option of the Issuer exercisable by an Order to the Trustee to such effect, any day following the Maturity Date of the Series 2010-1 Notes, and (ii) such earlier time as all outstanding Series 2010-1 Notes theretofore authenticated and issued hereunder have been delivered (other than any Series 2010-1 Notes which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 6.02) to the Trustee for cancellation and the Issuer shall have paid all sums required to be paid hereunder and under the Series 2010-1 Notes; provided, however, that if, at any time after the payment that would have otherwise resulted in the satisfaction and discharge of this Indenture and such obligations, such payment is rescinded or must otherwise be returned for any reason, effective upon such rescission or return such satisfaction and discharge of this Indenture and such obligations shall automatically be deemed never to have occurred and the Indenture and such obligations shall be deemed to be in full force and effect.

Satisfaction and Discharge of the Indenture. The Company shall be deemed to have paid and discharged the entire Indebtedness on the Securities and the provisions of this Indenture shall cease to be of further effect (subject to Section 9.3), if: (1) The Company irrevocably deposits in trust with the Trustee, pursuant to an irrevocable trust and security agreement in form and substance reasonably satisfactory to the Trustee, (i) U.S. Legal Tender, (ii) U.S. Government Obligations, or (iii) a combination thereof, in an amount after payment of all Federal, state and local taxes or other charges or assessments in respect thereof payable by the Trustee, which through the payment of principal and interest will provide, not later than one Business Day before the due date of payment in respect of the Securities, U.S. Legal Tender in an amount which, in the opinion of a nationally recognized firm of independent certified public accountants expressed in a written certification thereof (in form and substance reasonably satisfactory to the Trustee) delivered to the Trustee, is sufficient to pay the principal of, premium, if any, and each installment of principal and interest on the Securities then outstanding on the dates on which any such payments are due and payable in accordance with the terms of this Indenture and of the Securities; (2) Such deposits shall not cause the Trustee to have a conflicting interest as defined in and for purposes of the TIA; (3) No Default or Event of Default shall have occurred or be continuing on the date of such deposit or shall occur on or before the 91st day (or one day after such other greater period of time in which any such deposit of trust funds may remain subject to bankruptcy or insolvency laws) after the date of such deposit, and such deposit will not result in a Default or Event of Default under this Indenture or a breach or violation of, or constitute a default under, any other instrument to which the Company, any Guarantor or any Subsidiary of the Company or any Guarantor is a party or by which it or its property is bound; (4) The deposit, defeasance and discharge will not be deemed, or result in, a Federal income taxable event to the Holders of the Securities and the Holders will be subject to Federal income tax only in the same amounts and in the same manner and at the same times as would have been the case if such deposit and defeasance had not occurred; (5) The deposit shall not result in the Company, the Trustee or the trust becoming an "investment company" under...

Satisfaction and Discharge of the Indenture. The parties hereto acknowledge that Buyer intends to satisfy and discharge the Indenture at Closing pursuant to Article 11 of the Indenture. Prior to the Closing, the Company shall (i) in consultation with and subject to Buyer’s prior approval (which approval shall not to be unreasonably withheld), take all action necessary to satisfy the conditions for the satisfaction and discharge of the Indenture pursuant to Section 11.01 thereof (other than the requirement for deposit of funds with the trustee under the Indenture) and (ii) cooperate with Buyer and the trustee and notes collateral agent under the Indenture to achieve satisfaction and discharge of the Indenture at Closing and to release all “Liens” on all “Collateral” (as each such term is defined in the Indenture). Without limiting, and in furtherance of, the foregoing, the Company will, when and as reasonably directed by Buyer (and in no event later than two Business Days prior to the anticipated Closing Date) deliver to the trustee under the Indenture (and execute, as applicable) in the form provided by Buyer and reasonably acceptable to the Company, all documents necessary under the Indenture, including Articles 3, 11 and 12 and Sections 13.04 and 13.05 of the Indenture, for the satisfaction and discharge of the Indenture and the release of the Liens on the Collateral under the Indenture, including, but not limited to: (i) the officer’s certificate required by Section 3.01 of the Indenture regarding the Company’s election to redeem the “Notes” (as defined in the Indenture) pursuant to the optional redemption provisions of Section 3.07 of the Indenture, subject to the Closing; (ii) the notice of redemption required pursuant to Section 3.03 of the Indenture; (iii) an officer’s certificate and opinion of counsel with respect to the redemption of the Notes; (iv) an officer’s certificate and opinion of counsel pursuant to Section 11.01 of the Indenture; (v) an officer’s certificate and opinion of counsel pursuant to Section 12.06(b) of the Indenture; and (vi) form of collateral release pursuant to Section 12.06(b) of the Indenture, in each case, in form and substance, reasonably satisfactory to Buyer, the lenders providing the Financing, and the trustee and notes collateral agent under the Indenture.

Satisfaction and Discharge of the Indenture. Section 10.9 of the Base Indenture is hereby amended by replacing the word “Event of Default” in clause (a)(iii) thereof with the word “Default.”