Common use of Basic Distributions Clause in Contracts

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by Company of regularly scheduled installments of principal or interest on the Equipment Notes received by Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to Company.

Basic Distributions. Except as otherwise provided in Sections 3.023.03, 3.03 3.04 and 3.043.05, each periodic installment of Basic Rent, any payment by Company of regularly scheduled interest on overdue installments of principal or interest on the Equipment Notes Basic Rent and any payment received by the Loan Trustee pursuant to Section 8.03 shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes shall be distributed to the Noteholders of Series A A-1 Equipment Notes and Series A-2 Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A A-1 Equipment Note or Series A-2 Equipment Note bears to the aggregate amount of the payments then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes; N946JL second, after giving effect to clause “"first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)" above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “"second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) " above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series C Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series C Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series C Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series C Equipment Notes; fourth, after giving effect to clause "third" above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series D Equipment Notes shall be distributed to the Noteholders of Series D Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such Series, provided that this clause “third” shall apply to payment or payments then due under each Series D Equipment Note bears to the aggregate amount of Additional the payments then due under all Series D Equipment Notes; fifth, after giving effect to clause "fourth" above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series E Equipment Notes in order shall be distributed to the Noteholders of Series E Equipment Notes ratably, without priority of paymentone over the other, in the proportion that the amount of such payment or payments then due under each Series E Equipment Note bears to the aggregate amount of the payments then due under all Series E Equipment Notes; and fourth¸ sixth, the balance, if any, of such installment remaining thereafter shall be distributed to Companythe Owner Trustee to be held or distributed in accordance with the terms of the Trust Agreement.

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 3.03, 3.04 and 3.043.05, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes shall be distributed to the Noteholders of Series A A-1 Equipment Notes and Series A-2 Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A A-1 Equipment Note or Series A-2 Equipment Note bears to the aggregate amount of the payments then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes; N946JL second, after giving effect to clause “"first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)" above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “"second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) " above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series C Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series C Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series C Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series C Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to Company.Notes;

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: Indenture and Security Agreement (American Airlines 2014-1 Aircraft EETC) [Reg. No.] first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (if any Additional Series Equipment Notes shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Additional Series Equipment Notes), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph clause (xiii) or (xivxvi) of Section 9.019.01 in connection with the original issuance or subsequent redemption and issuance from time to time of such Series B Equipment Notes), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments Indenture and Security Agreement (2009-1 Aircraft EETC) [Reg. No.] 24 of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; and third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause Indenture and Security Agreement (American Airlines 2011-2 Aircraft EETC) [Reg. No.] “second” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.019.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Series B Equipment Notes), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (if any Additional Series Equipment Notes shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Additional Series Equipment Notes), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; Indenture and Security Agreement (American Airlines 2017-1 Aircraft EETC) [Reg. No.] second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL secondthird, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; thirdfourth, after giving effect to clause “secondthird” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “fourth” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company. Indenture and Security Agreement (American Airlines 2017-1 Aircraft EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above Indenture and Security Agreement (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiiiAmerican Airlines 2017-2 Aircraft EETC) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; [Reg. No.] third, after giving effect to clause “second” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes shall be distributed to the Noteholders of Series A A-1 Equipment Notes and Series A-2 Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A A-1 Equipment Note or Series A-2 Equipment Note bears to the aggregate amount of the payments then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes; N946JL second, after giving effect to clause “"first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)" above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “"second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) " above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series C Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series C Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series C Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series C Equipment Notes; fourth, after giving effect to clause "third" above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series E Equipment Notes shall be distributed to the Noteholders of Series E Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such Series, provided that this clause “third” shall apply to payment or payments then due under each Series E Equipment Note bears to the aggregate amount of Additional the payments then due under all Series E Equipment Notes in order of priority of paymentNotes; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; Indenture and Security Agreement (American Airlines 2016-2 Aircraft EETC) [Reg. No.] second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL secondthird, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; thirdfourth, after giving effect to clause “secondthird” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “fourth” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company. Indenture and Security Agreement (American Airlines 2016-2 Aircraft EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above Indenture and Security Agreement (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiiiAmerican Airlines 2016-3 Aircraft EETC) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; [Reg. No.] third, after giving effect to clause “second” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes shall be distributed to the Noteholders of Series A A- 1 Equipment Notes and Series A-2 Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A A-1 Equipment Note or Series A-2 Equipment Note bears to the aggregate amount of the payments then due under all Series A A-1 Equipment Notes and Series A-2 Equipment Notes; N946JL second, after giving effect to clause “"first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)" above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “"second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) " above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series C Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series C Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series C Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series C Equipment Notes; fourth, after giving effect to clause "third" above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series D Equipment Notes shall be distributed to the Noteholders of Series D Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such Series, provided that this clause “third” shall apply to payment or payments then due under each Series D Equipment Note bears to the aggregate amount of Additional the payments then due under all Series D Equipment Notes in order of priority of paymentNotes; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by Company of regularly scheduled installments of principal or interest on the Equipment Notes received by Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Indenture and Security Agreement (2020-1 EETC) N568AS Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; Indenture and Security Agreement (American Airlines 2016-1 Aircraft EETC) [Reg. No.] second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL secondthird, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; thirdfourth, after giving effect to clause “secondthird” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “fourth” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company. Indenture and Security Agreement (American Airlines 2016-1 Aircraft EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: Indenture and Security Agreement (American Airlines 2013-1 Aircraft EETC) [Reg. No.] first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (if as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall have been issued hereunder and except as this be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B C Equipment Notes shall be distributed to the Noteholders of Series B C Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B C Equipment Note bears to the aggregate amount of the payments then due under all Series B C Equipment Notes; thirdand fourth, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (if as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall have been issued hereunder be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; Indenture and except as this Security Agreement (American Airlines 2013-1 Aircraft EETC) N936AN third, after giving effect to clause “second” may be modified above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) ), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ Indenture and Security Agreement (American Airlines 2011-1 Aircraft EETC) [Reg. No.] fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above Indenture and Security Agreement (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiiiAmerican Airlines 2016-2 Aircraft EETC) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; [Reg. No.] third, after giving effect to clause “second” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; 26 Indenture and Security Agreement (Spirit 2017-1 EETC) [Reg. No.] second, after giving effect to clause “first” above, so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL secondthird, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; thirdfourth, after giving effect to clause “secondthird” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiiixv) or (xivxvi) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “thirdfourth” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ fifth¸ the balance, if any, of such installment remaining thereafter shall be distributed to the Company. 27 Indenture and Security Agreement (Spirit 2017-1 EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by Company of regularly scheduled installments of principal or interest on the Equipment Notes received by Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to Noteholders of Series [Reg. No.] A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xivxv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series AA Equipment Notes shall be distributed to the Noteholders of Series AA Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series AA Equipment Note bears to the aggregate amount of the payments then due under all Series AA Equipment Notes; Indenture and Security Agreement (American Airlines 2017-2 Aircraft EETC) [Reg. No.] second, after giving effect to clause “first” above, so much of such payment remaining as shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL secondthird, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; thirdfourth, after giving effect to clause “secondthird” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “fourth” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fifth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company. Indenture and Security Agreement (American Airlines 2017-2 Aircraft EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Indenture and Security Agreement (American Airlines 2013-2 Aircraft EETC) [Reg. No.] Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.019.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Series B Equipment Notes), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (if any Additional Series Equipment Notes shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Additional Series Equipment Notes), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company. Indenture and Security Agreement (American Airlines 2013-2 Aircraft EETC) [Reg. No.]

Basic Distributions. Except as otherwise provided in Sections 3.02, 3.03 and 3.04, each periodic payment by Company of regularly scheduled installments of principal or interest on the Equipment Notes received by Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL Indenture and Security Agreement (2020-1 EETC) N2002J second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (and except as otherwise provided in an amendment to this Indenture pursuant to paragraph (xiii) or (xiv) of Section 9.01) so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of payment; and fourth¸ the balance, if any, of such installment remaining thereafter shall be distributed to Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph (xiii) or (xiv) of Section 9.01)above, so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; Indenture and Security Agreement [Reg. No.] third, after giving effect to clause “second” above (if any Additional Series Equipment Notes of a specified series shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with any issuance or redemption and issuance from time to time of Additional Series Equipment Notes of one or more series), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series such series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentseries; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.

Basic Distributions. Except as otherwise provided in Sections Section 3.02, Section 3.03 and Section 3.04, each periodic payment by the Company of regularly scheduled installments of principal or interest on the Equipment Notes received by the Loan Trustee shall be promptly distributed in the following order of priority: first, so much of such payment as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series A Equipment Notes shall be distributed to the Noteholders of Series A Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series A Equipment Note bears to the aggregate amount of the payments then due under all Series A Equipment Notes; N946JL Indenture and Security Agreement (American Airlines 2013-2 Aircraft EETC) N907AN second, after giving effect to clause “first” above (if any Series B Equipment Notes shall have been issued hereunder and except as this clause “second” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.019.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Series B Equipment Notes), so much of such payment remaining as is shall be required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Series B Equipment Notes shall be distributed to the Noteholders of Series B Equipment Notes ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Series B Equipment Note bears to the aggregate amount of the payments then due under all Series B Equipment Notes; third, after giving effect to clause “second” above (if any Additional Series Equipment Notes shall have been issued hereunder and except as otherwise provided in an amendment to this Indenture clause “third” may be modified pursuant to paragraph clause (xiii) or (xivxv) of Section 9.01) 9.01 in connection with the original issuance or subsequent redemption and issuance from time to time of Additional Series Equipment Notes), so much of such payment remaining as is required to pay in full the aggregate amount of the payment or payments of principal amount and interest (as well as any interest on any overdue principal amount and, to the extent permitted by applicable law, on any overdue interest and any other overdue amounts) then due under all Additional Series Equipment Notes of a specified Series shall be distributed to the Noteholders of Additional Series Equipment Notes of such Series ratably, without priority of one over the other, in the proportion that the amount of such payment or payments then due under each Additional Series Equipment Note of such Series bears to the aggregate amount of the payments then due under all Additional Series Equipment Notes of such Series, provided that this clause “third” shall apply to each Series of Additional Series Equipment Notes in order of priority of paymentNotes; and fourth¸ fourth, the balance, if any, of such installment remaining thereafter shall be distributed to the Company.