Common use of Authorization, Execution and Delivery of Documents Clause in Contracts

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SW-I Certificate; (11) the Manufacturer's Consent; and

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect on the Closing Date without any event or condition having occurred or existing which constitutes, or with the giving of notice or lapse of time or both would constitute, a default thereunder or breach thereof or would give any party thereto the right to terminate any thereof, and an executed counterparts counterpart of each thereof shall have been delivered to each Participant Indenture Trustee, Owner Trustee, Lessee, Seller, Service Provider, Guarantors, Note Purchasers, Owner Participant, and its their respective counsel; provided, however, that only the Original Loan Participant Tax Indemnification Agreement shall receive an executed original of the Series SWA 1995 Trust N604SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only be delivered to Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreementand their respective counsel only: (1i) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity this Participation Agreement; (4ii) the Tax Indemnification Agreement; XM-4 Participation Agreement (iii) the Indenture; (iv) the Purchase Agreement; (v) the Guaranty Agreement; (vi) the Trust Agreement; (5vii) a Trust Supplement covering the Aircraft and dated the Delivery DateXxxx of Sale; (6viii) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery DateService Agreement; (7ix) the Purchase Agreement AssignmentConsent and Agreement; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate"x) duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee;Participant Guarantee Agreement; and (9xi) the Trust Indenture; (10) the Series SWA 1995 Trust N604SW-I Certificate; (11) the Manufacturer's Consent; andeach other Operative Document and XM Agreement.

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SWN605SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SWN605SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SWN605SW-I Certificate; (11) the Manufacturer's Consent; and

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SWN602SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SWN602SW-I Certificate;; and (11) the Manufacturer's Consent; and.

Authorization, Execution and Delivery of Documents. The -------------------------------------------------- following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect on the Delivery Date without any event or condition having occurred or existing which constitutes, or with the giving of notice or lapse of time or both would constitute, a default thereunder or breach thereof or would give any party thereto the right to terminate any thereof, and an executed counterparts counterpart of each thereof shall have been delivered to Initial Note Purchaser, Indenture Trustee, Owner Trustee, each Participant Lessee, Owner Participant, and its their respective counsel; provided, however, that only the Original Loan Participant Tax -------- ------- Indemnification Agreement shall receive an executed original of the Series SWA 1995 Trust N604SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only be delivered to each Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreementand their respective counsel only: (1i) this Agreement; (ii) the Lease; ; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3iii) the Tax Indemnity Indemnification Agreement; ; (4iv) the Indenture; (v) the Purchase Agreement; (vi) the Service Agreement; (vii) the Guaranty Agreement; (viii) the Trust Agreement; ; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6ix) the Bills Xxxx of Sale Sale; and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7x) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants Consent and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SW-I Certificate; (11) the Manufacturer's Consent; andAgreement.

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SWN396SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SWN396SW-I Certificate;; and (11) the Manufacturer's Consent; and.

Authorization, Execution and Delivery of Documents. The -------------------------------------------------- following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect on the Closing Date without any event or condition having occurred or existing which constitutes, or with the giving of notice or lapse of time or both would constitute, a default thereunder or breach thereof or would give any party thereto the right to terminate any thereof, and an executed counterparts counterpart of each thereof shall have been delivered to each Participant Initial Note Purchaser, Indenture Trustee, Owner Trustee, Lessee, Seller, Xxxxxx Services, Guarantor, Owner Participant, and its their respective counsel; provided, however, that the Tax Indemnification Agreement shall be -------- ------- delivered to Lessee and Owner Participant and their respective counsel only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and Fourth Quarter Tax Letter shall be delivered only Lessee and the to Owner Participant shall receive copies of the Tax Indemnity Agreementand its counsel: (1i) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity this Agreement; (4ii) the Tax Indemnification Agreement; (iii) the Indenture; (iv) the Purchase Agreement; (v) the Guaranty Agreement; (vi) the Trust Agreement; (5vii) a Trust Supplement covering the Aircraft and dated the Delivery DateXxxx of Sale; (6viii) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery DateService Agreement; (7ix) the Purchase Agreement AssignmentConsent and Agreement; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate"x) duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of LesseeParent Guarantee; (9xi) the Trust Indenture;Owner Participant Guarantee Agreement; and (10xii) the Series SWA 1995 Trust N604SW-I Certificate; (11) the Manufacturer's Consent; andFourth Quarter Tax Letter.

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 1996 Trust N604SWN620SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 1996 Trust N604SWN620SW-I Certificate;; and (11) the Manufacturer's Consent; and.

Authorization, Execution and Delivery of Documents. The following -------------------------------------------------- documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect on the Delivery Date without any event or condition having occurred or existing which constitutes, or with the giving of notice or lapse of time or both would constitute, a default thereunder or breach thereof or would give any party thereto the right to terminate any thereof, and an executed counterparts counterpart of each thereof shall have been delivered to Initial Note Purchaser, Indenture Trustee, Owner Trustee, each Participant Lessee, Owner Participant, and its their respective counsel; provided, however, that only the Original Loan Participant Tax -------- ------- Indemnification Agreement shall receive an executed original of the Series SWA 1995 Trust N604SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only be delivered to each Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreementand their respective counsel only: (1i) this Agreement; (ii) the Lease; ; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3iii) the Tax Indemnity Indemnification Agreement; ; (4iv) the Indenture; (v) the Purchase Agreement; (vi) the Service Agreement; (vii) the Guaranty Agreement; (viii) the Trust Agreement; ; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6ix) the Bills Xxxx of Sale Sale; and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7x) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants Consent and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SW-I Certificate; (11) the Manufacturer's Consent; andAgreement.

Authorization, Execution and Delivery of Documents. The following documents shall have been duly authorized, executed and delivered by the PARTICIPATION AGREEMENT [N604SW] -6- 12 respective party or parties thereto, shall each be satisfactory in form and substance to the Participants and shall be in full force and effect and executed counterparts shall have been delivered to each Participant and its respective counsel; provided, that only the Original Loan Participant shall receive an executed original of the Series SWA 1995 Trust N604SWN603SW-I Certificate, only the Indenture Trustee, acting on behalf of the Holders, shall receive the original counterpart of the Lease and the initial Lease Supplement, and only Lessee and the Owner Participant shall receive copies of the Tax Indemnity Agreement: (1) the Lease; (2) a Lease Supplement covering the Aircraft and dated the Delivery Date; (3) the Tax Indemnity Agreement; (4) the Trust Agreement; (5) a Trust Supplement covering the Aircraft and dated the Delivery Date; (6) the Bills of Sale and an invoice from Lessee specifying the Lessor's Cost and dated the Delivery Date; (7) the Purchase Agreement Assignment; (8) an acceptance certificate covering the Aircraft in the form agreed to by the Participants and Lessee (the "Acceptance Certificate") duly completed and executed by the Owner Trustee or its agent, which shall be a representative of Lessee, and by such representative on behalf of Lessee; (9) the Trust Indenture; (10) the Series SWA 1995 Trust N604SWN603SW-I Certificate; (11) the Manufacturer's Consent; andand PARTICIPATION AGREEMENT [N603SW] -7- 13 (12) the Guaranty.