Additional Prepayment Request Deliverables Sample Clauses
Additional Prepayment Request Deliverables. Simultaneous with the delivery of the Prepayment Request, Contractor shall also deliver the following to United:
(i) one or more payoff letters in form and substance acceptable to United (each, a “Payoff Letter”) with respect to Contractor’s indebtedness secured by the aircraft, including the airframes and engines, listed on Exhibit B attached hereto (collectively, the “Specified Assets”), which shall include or have attached thereto lien releases in form and substance acceptable to United with respect to the Specified Assets;
(ii) subject to Section 2.1(d), a security agreement in favor of United with respect to the Specified Assets, in form and substance acceptable to United, and duly executed by Contractor, together with all other financing statements and lien filings necessary to perfect a security interest and lien in the Specified Assets (collectively, the “Security Documents”);
(iii) a certificate duly executed by a responsible officer of Contractor certifying that Contractor has cash and cash equivalents (determined on a consolidated basis in accordance with United States generally accepted accounting principles consistently applied (“GAAP”)) in an aggregate amount of not less than [***];
(iv) a certificate duly executed by a responsible officer of Contractor certifying that Contractor is not in material breach of the CPA, this Agreement or any other Ancillary Agreement; and
(v) a certificate duly executed by a responsible officer of Contractor certifying that each of the representations and warranties contained in Section 3.1 are true and correct in all material respects (other than Section 3.1(g), which is true and correct in all respects) as if made on and as of the date of such certificate, except to the extent that any thereof expressly relate to an earlier date.
