Common use of Alternative Obligation; Cash Payment Clause in Contracts

Alternative Obligation; Cash Payment. Should TRIP’s Shareholders have the obligation to indemnify the Original Shareholders, as provided for in Section 8.1.1(a), TRIP’s Shareholders may elect to pay in cash to the Original Shareholders the balance between (i) the Losses With Cash Outflow of TRIP’s Shareholders; and (ii) the Losses With Cash Outflow of AZUL Holding. TRIP’s Shareholders shall notify AZUL Holding and the Original Shareholders, within 1 (one) day after the determination of the Total Losses of Parties up to the Adjustment - Indemnifications indicating whether they intend to pay indemnities in cash. Should TRIP’s Shareholders elect to pay indemnities in cash, subject to the provisions of this Section, it shall pay the indemnities within 1 (one) day after the issuance of the notification set forth in the preceding sentence, it being understood that, upon confirmation of payment, the Subscription Warrants for the Adjustment of Shareholding - Original Shareholders shall lose its validity and effectiveness. If such payment is not made within the period specified above, the Original Shareholders shall be free to exercise the Subscription Warrants for the Adjustment of Shareholding - Original Shareholders.

Alternative Obligation; Cash Payment. Should TRIP’s Shareholders have the obligation to indemnify the Original Shareholders, as provided for in Section 8.1.1(a), TRIP’s Shareholders may elect to pay in cash to the Original Shareholders the balance between (i) the Losses With Cash Outflow of TRIP’s Shareholders; and (ii) the Losses With Cash Outflow of AZUL Holding. TRIP’s Shareholders shall notify AZUL Holding and the Original Shareholders, within 1 (one) day after the determination of the Total Losses of Parties up to the Adjustment - Adjustment—Indemnifications indicating whether they intend to pay indemnities in cash. Should TRIP’s Shareholders elect to pay indemnities in cash, subject to the provisions of this Section, it shall pay the indemnities within 1 (one) day after the issuance of the notification set forth in the preceding sentence, it being understood that, upon confirmation of payment, the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders shall lose its validity and effectiveness. If such payment is not made within the period specified above, the Original Shareholders shall be free to exercise the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders.

Alternative Obligation; Cash Payment. Should TRIP’s Shareholders have the obligation to indemnify the Original Shareholders, as provided for in Section 8.1.1(a), TRIP’s Shareholders may elect to pay in cash to the Original Shareholders the balance between (i) the Losses With Cash Outflow of TRIP’s Shareholders; and (ii) the Losses With Cash Outflow of AZUL Holding. TRIP’s Shareholders shall notify AZUL Holding and the Original Shareholders, within 1 (one) day after the determination of the Total Losses of Parties up to the Adjustment - Indemnifications indicating whether they intend to pay indemnities in cash. Should TRIP’s Shareholders elect to pay indemnities in cash, subject to the provisions of this Section, it shall pay the indemnities within 1 (one) day after the issuance of the notification set forth in the preceding sentence, it being understood that, upon confirmation of payment, the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders shall lose its validity and effectiveness. If such payment is not made within the period specified above, the Original Shareholders shall be free to exercise the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders.

Alternative Obligation; Cash Payment. Should TRIP’s Shareholders AZUL Holding have the obligation to indemnify the Original TRIP’s Shareholders, as provided for in Section 8.1.1(a8.2.1(a), TRIP’s Shareholders AZUL Holding may elect to pay in cash to the Original TRIP’s Shareholders the balance between (i) the Losses With Cash Outflow of TRIP’s ShareholdersAZUL Holding; and (ii) the Losses With Cash Outflow of TRIP. AZUL Holding. TRIP’s Shareholders Holding shall notify AZUL Holding and the Original TRIP Shareholders, within 1 (one) day after the determination of the Total Losses of Parties up to the Adjustment - Adjustment—Indemnifications indicating whether they intend to pay indemnities in cash. Should TRIP’s Shareholders elect AZUL Holding elects to pay indemnities in cash, subject to the provisions of this Section, it shall pay the indemnities within 1 (one) day after the issuance of the notification set forth in the preceding sentence, it being understood that, upon confirmation of payment, the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders shall lose its validity and effectiveness. If such payment is not made within the period specified above, the Original TRIP Shareholders shall be free to exercise the Subscription Warrants for the Adjustment of Shareholding - – Original Shareholders.