Common use of Substitution or Purchase of Lease Contracts Clause in Contracts

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except as may be specifically required under such Lease Contract in connection with a casualty to the related Equipment), unless the Issuer has (i) pledged to the Indenture Trustee, a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease Contract, and delivered to the Indenture Trustee the ornginal executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File or (ii) purchased such prepaid Lease Contract and the related Equipment from the Indenture Trustee by remittance of the Purchase Price to the Servicer for deposit in the Collection Account in accordance with Section 3.03(a) hereof; provided, further, that purchases and substitutions of Lease Contracts pursuant to this subsection (a) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement, such amounts to be paid pursuant to the terms of the Indenture. (b) The Servicer shall permit the Issuer to (i) purchase any Defaulted Lease Contract or Delinquent Lease Contract by remittance by the Issuer to the Servicer, for deposit in the Collection Account in accordance with Section 3.03(a) hereof, of the Purchase Price for such Lease Contract or (ii) substitute for any Defaulted Lease Contract or Delinquent Lease Contract, a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease Contract, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract File; provided that, purchases and substitutions of Lease Contracts pursuant to this subparagraph (b) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement. (c) Notwithstanding any other provision contained in the Servicing Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract (i) negotiate or enter into a new lease with the Customer relating to the Equipment or the Customer's obligations under such Defaulted Lease Contract or (ii) allow the Customer thereunder to resume its rights under such Defaulted Lease Contract, unless the Issuer has repurchased or made a substitution for such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company is required to repurchase or substitute a Lease Contract pursuant to Sections 2.04 or 3.03 of the Lease Acquisition Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereof.

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except as may be specifically required under such Lease Contract in connection with a casualty to the related EquipmentEquipment or under Section 3.01(b)(vi)), unless LFC VI or the Issuer has (i) pledged to the Indenture Trustee, a Substitute Lease Contract, the Substitute Lease Receivables related such Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease Contract, Related Security and delivered to the Indenture Trustee the ornginal original executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File or (ii) purchased received a prepayment amount with respect to such prepaid Lease Contract and the related Equipment from the Indenture Trustee by remittance of the Purchase Price Asset that is at least equal to the Servicer for deposit in Lease Receivable Repurchase Price, which prepayment amount has been deposited into the Collection Account in accordance with Section 3.03(a3.03(c) hereof; provided, further-------- however, that purchases removals and substitutions of Lease Contracts Assets pursuant to this subsection ------- subparagraph (a) shall comply with the requirements of Section Sections 4.04 and 4.05 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement and Section 3.04 of the Receivables Purchase Agreement, such amounts to be paid pursuant to the terms of the Indentureas applicable. (b) The Servicer shall permit LFC VI and the Issuer to (i) purchase remove any Lease Receivables and Related Security related to any Defaulted Lease Contract or any Delinquent Lease Contract from the Trust Estate by remittance by LFC VI or the Issuer to the Servicer, for deposit in the Collection Account in accordance with Section 3.03(a3.03(c) hereof, of the Purchase applicable Lease Receivable Repurchase Price for such Lease Contract or (ii) substitute for any Lease Receivable related to any Defaulted Lease Contract or any Delinquent Lease Contract, a Substitute Lease Contract Receivable and a security interest in the related Equipment and Lease Receivables under Related Security for such Substitute Lease ContractReceivable and, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract FileContract; provided that, purchases removals and substitutions of Lease Contracts Assets pursuant to this subparagraph (b) shall be permitted under and comply with the requirements of Section Sections 4.04 and 4.05 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement and Section 3.04 of the Receivables Purchase Agreement. (c) Notwithstanding any other provision contained in the Servicing this Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract Contract, (i) negotiate or enter into a new lease with the Customer Obligor relating to the Equipment or the CustomerObligor's obligations under such Defaulted Lease Contract or (ii) allow the Customer Obligor thereunder to resume its rights under such Defaulted Lease Contract, unless LFC VI or the Issuer has repurchased removed or made a substitution for the Lease Receivable related to such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company LFG is required to repurchase or substitute a Lease Contract pursuant to Sections 2.04 2.05 or 3.03 of the Lease Acquisition Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereof. In the event that LFC VI is required to repurchase or substitute a Lease Receivable pursuant to Sections 2.05 or 3.03 of the Receivables Purchase Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereof.

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except as may be specifically required under such Lease Contract in connection with a casualty to the related Equipment), unless the Issuer Transferor or the applicable Seller has (i) pledged conveyed to the Indenture Trustee, Trustee a Substitute Lease Contract and Contract, the related Equipment and Lease Receivables under such Substitute Lease Contract, Contract and the Transferor's or the applicable Seller's interest in the related Equipment and delivered to the Indenture Trustee the ornginal original executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File or (ii) purchased removed such prepaid Lease Contract and the related Equipment from the Indenture Trustee Trust Estate by remittance of the Purchase Removal Price to the Servicer for deposit in the Collection Account in accordance with Section 3.03(a) 3.03 hereof; provided, furtherhowever, that purchases removals and substitutions of Lease Contracts pursuant to this subsection subparagraph (a) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms Trust and Security Agreement, the criteria set forth in Section 3.04 of the Lease Acquisition Agreement, such amounts to be paid pursuant to Agreement and the terms criteria set forth in Section 6 of the Indentureapplicable Lease Sale Agreement. (b) The Servicer shall permit the Issuer Transferor to (i) purchase remove any Defaulted Lease Contract or Delinquent Lease Contract from the Trust Estate by remittance by the Issuer Transferor to the Servicer, for deposit in the Collection Account in accordance with Section 3.03(a) 3.03 hereof, of the Purchase Removal Price for such Lease Contract or (ii) substitute for any Defaulted Lease Contract or Delinquent Lease Contract, a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease ContractContract and the Transferor's interest in the related Equipment and, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract File; provided that, purchases that removals and substitutions of Lease Contracts pursuant to this subparagraph (b) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms Trust and Security Agreement and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement. (c) Notwithstanding any other provision contained in the Servicing this Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract Contract, (i) negotiate or enter into a new lease with the Customer relating to the Equipment or the Customer's obligations under such Defaulted Lease Contract or (ii) allow the Customer thereunder to resume its rights under such Defaulted Lease Contract, unless the Issuer Transferor has repurchased removed or made a substitution for such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company is required to repurchase or substitute a Lease Contract pursuant to Sections 2.04 2.06 or 3.03 of the Lease Acquisition Agreement, or a Seller is required to repurchase or substitute a Lease Contract pursuant to Section 5 of the Lease Sale Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereofof the Lease Acquisition Agreement or Section 6 of the Lease Sale Agreement, as applicable.

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except as may be specifically required under such Lease Contract in connection with a casualty to the related Equipment)Contract, unless the Issuer Transferor has (i) pledged to the Indenture Trustee, Trustee a Substitute Lease Contract and the related Equipment or related Leased Vehicle and Lease Receivables under such Substitute Lease Contract, and delivered to the Indenture Trustee the ornginal original executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File original Certificate of Title or (ii) purchased such prepaid Lease Contract and the related Equipment or related Leased Vehicle from the Indenture Trustee by remittance of the Purchase Price to the Servicer for deposit in the Collection Account in accordance with Section 3.03(a) hereof; provided, further, that purchases and substitutions of Lease Contracts pursuant to this subsection subparagraph (a) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms Trust and Security Agreement and the criteria set forth in Section 3.04 of the Lease Acquisition Contribution Agreement, such amounts to be paid pursuant to the terms of the Indenture. (b) The Servicer shall permit the Issuer Transferor to (i) purchase any Defaulted Lease Contract or Delinquent Lease Contract by remittance by the Issuer Transferor to the Servicer, Servicer for deposit in the Collection Account in accordance with Section 3.03(a) hereof, of the Purchase Price for such Lease Contract hereof or (ii) substitute for any Defaulted Lease Contract or Delinquent Lease Contract, a Substitute Lease Contract and the related Equipment or related Leased Vehicle and Lease Receivables under such Substitute Lease Contract, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract Fileoriginal Certificate of Title or; provided that, purchases and substitutions of Lease Contracts pursuant to this subparagraph (b) shall comply with the requirements of Section 4.04 of the Standard Indenture Terms Trust and Security Agreement and the criteria set forth in Section 3.04 of the Lease Acquisition Contribution Agreement. (c) Notwithstanding any other provision contained in the Servicing this Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract (i) negotiate or enter into a new lease with the Customer relating to the Equipment or the Leased Vehicle or the Customer's obligations under such Defaulted Lease Contract or (ii) allow the Customer thereunder to resume its rights under such Defaulted Lease Contract, unless the Issuer Transferor has repurchased or made a substitution for such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company or any of the Contributors is required required, as a result of the breach by it of certain representations or warranties, to repurchase or substitute a Lease Contract pursuant to Sections 2.04 or Section 3.03 of the Lease Acquisition Contribution Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereof.3.04

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except from an Advance Payment or as may be specifically required under such Lease Contract in connection with a casualty to the related Equipment), unless the Issuer has (i) pledged to the Indenture Trustee, Trustee a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease Contract, and delivered to the Indenture Trustee the ornginal original executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File or (ii) purchased such prepaid Lease Contract and the related Equipment from the Indenture Trustee by remittance of the Purchase Price to the Servicer for deposit in the Collection Account in accordance with Section 3.03(a) hereof; provided, further, that purchases and substitutions of Lease Contracts pursuant to this subsection subparagraph (a) shall comply with the requirements of Section 4.04 4.03 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Contribution Agreement, such amounts to be paid pursuant to the terms of the Indenture. (b) The Servicer shall permit the Issuer to (i) purchase any Defaulted Lease Contract or Delinquent Lease Contract by remittance by the Issuer to the Servicer, Servicer for deposit in the Collection Account in accordance with Section 3.03(a) hereof, of the Purchase Price for such Lease Contract hereof or (ii) substitute for any Defaulted Lease Contract or Delinquent Lease Contract, a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease Contract, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract FileContract; provided that, purchases and substitutions of Lease Contracts pursuant to this subparagraph (b) shall comply with the requirements of Section 4.04 4.03 of the Standard Indenture Terms and the criteria set forth in Section 3.04 of the Lease Acquisition Contribution Agreement. (c) Notwithstanding any other provision contained in the Servicing Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract (i) negotiate or enter into a new lease with the Customer relating to the Equipment or the Customer's obligations under such Defaulted Lease Contract or (ii) allow the Customer thereunder to resume its rights under such Defaulted Lease Contract, unless the Issuer has repurchased or made a substitution for such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company is required to repurchase or substitute a Lease Contract pursuant to Sections 2.04 or 3.03 of the Lease Acquisition Agreement, the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereof.

Substitution or Purchase of Lease Contracts. (a) The Servicer shall not allow termination of a Lease Contract prior to the scheduled expiration date or prepayment of any Lease Contract (except as may be specifically required under such Lease Contract in connection with a casualty to the related Equipment), unless the Issuer Transferor has (i) pledged conveyed to the Indenture Trustee, Trustee a Substitute Lease Contract and Contract, the related Equipment and Lease Receivables under such Substitute Lease Contract, Contract and the Transferor's interest in the related Equipment and delivered to the Indenture Trustee the ornginal original executed counterpart of the Substitute Lease Contract and all other items contained in the related Lease Contract File or (ii) purchased removed such prepaid Lease Contract and the related Equipment from the Indenture Trustee Trust Estate by remittance of the Purchase Removal Price to the Servicer for deposit in the Collection Account in accordance with Section 3.03(a) 3.03 hereof; provided, furtherhowever, that purchases removals and substitutions of Lease Contracts pursuant to this subsection subparagraph (a) shall comply with the requirements of Section 4.04 4.03 of the Standard Indenture Terms Trust and Security Agreement and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement, such amounts to be paid pursuant to the terms of the Indenture. (b) The Servicer shall permit the Issuer Transferor to (i) purchase remove any Defaulted Lease Contract or Delinquent Lease Contract from the Trust Estate by remittance by the Issuer Transferor to the Servicer, for deposit in the Collection Account in accordance with Section 3.03(a) 3.03 hereof, of the Purchase Removal Price for such Lease Contract or (ii) substitute for any Defaulted Lease Contract or Delinquent Lease Contract, a Substitute Lease Contract and the related Equipment and Lease Receivables under such Substitute Lease ContractContract and the Transferor's interest in the related Equipment and, upon the delivery to the Indenture Trustee of the original executed counterpart of the Substitute Lease Contract and the related Lease Contract File; provided that, purchases that removals and substitutions of Lease Contracts pursuant to this subparagraph (b) shall comply with the requirements of Section 4.04 4.03 of the Standard Indenture Terms Trust and Security Agreement and the criteria set forth in Section 3.04 of the Lease Acquisition Agreement. (c) Notwithstanding any other provision contained in the Servicing this Agreement, the Servicer shall not, with respect to a Defaulted Lease Contract Contract, (i) negotiate or enter into a new lease with the Customer relating to the Equipment or the Customer's obligations under such Defaulted Lease Contract or (ii) allow the Customer thereunder to resume its rights under such Defaulted Lease Contract, unless the Issuer Transferor has repurchased removed or made a substitution for such Defaulted Lease Contract in the manner set forth in subsection (b) hereof. (d) In the event that the Company is required to repurchase or substitute a Lease Contract pursuant to Sections 2.04 2.06 or 3.03 of the Lease Acquisition Agreement, Agreement the Servicer shall permit such repurchase or substitution only in accordance with the terms of Sections 3.03 and 3.04 thereofof the Lease Acquisition Agreement.