Common use of Conditions to Addition of Engine Clause in Contracts

Conditions to Addition of Engine. When any Grantor (including any Additional Grantor) is granting a security interest to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant to the requirements under the Loan Documents, such Grantor shall, at such Grantor’s sole cost and expense, fulfill the following conditions: (i) an executed counterpart of a Pledge Supplement covering such Additional Engine; (ii) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the Act; (iii) such Grantor shall have furnished to the Appropriate Party such evidence of compliance with the insurance provisions of this Agreement with respect to such Additional Engine; (iv) such Grantor shall have furnished to the Collateral Agent and the Appropriate Party an opinion of counsel from counsel satisfactory to the Appropriate Party to the effect that (A) this Agreement creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 Grantor’s interest in the Additional Engine and (B) the Secured Parties will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (v) such Grantor shall have furnished to the Appropriate Party an opinion of such Grantor’s aviation law counsel satisfactory to the Appropriate Party as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any other applicable Law, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party hereunder, and the registration with the International Registry of the sale to the Grantor of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (vi) such Grantor shall have caused the sale of such Additional Engine to such Grantor (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (vii) such Grantor shall have delivered an Appraisal of such Additional Engine to the Appropriate Party and, if such Additional Engine were delivered new to such Grantor by the manufacturers within ninety (90) days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoing; and (viii) such Grantor shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party may require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this Agreement. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, the Grantor shall cause to be delivered to the Appropriate Party an opinion of counsel, satisfactory in form and substance to the Appropriate Party, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan Agreement) of the security interest in such Additional Engine granted to the Appropriate Party hereunder.

Conditions to Addition of Engine. When any Grantor (including any Additional Grantor) is granting a security interest to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant to the requirements under the Loan Documents, such Grantor shall, at such Grantor’s sole cost and expense, fulfill the following conditions: (i) an executed counterpart of a Pledge Supplement covering such Additional Engine; (ii) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the Act; (iii) such Grantor shall have furnished to the Appropriate Party such evidence of compliance with the insurance provisions of this Agreement with respect to such Additional Engine; (iv) such Grantor shall have furnished to the Collateral Agent and the Appropriate Party an opinion of counsel from counsel satisfactory to the Appropriate Party to the effect that (A) this Agreement creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005WEIL:\97571225\8\13173.0005" "" WEIL:\97602794\8\13173.0005 WEIL:\97571225\8\13173.0005 Grantor’s interest in the Additional Engine and (B) the Secured Parties will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (v) such Grantor shall have furnished to the Appropriate Party an opinion of such Grantor’s aviation law counsel satisfactory to the Appropriate Party as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any other applicable Law, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party hereunder, and the registration with the International Registry of the sale to the Grantor of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (vi) such Grantor shall have caused the sale of such Additional Engine to such Grantor (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (vii) such Grantor shall have delivered an Appraisal of such Additional Engine to the Appropriate Party and, if such Additional Engine were delivered new to such Grantor by the manufacturers within ninety (90) days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoing; and (viii) such Grantor shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party may require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this Agreement. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, the Grantor shall cause to be delivered to the Appropriate Party an opinion of counsel, satisfactory in form and substance to the Appropriate Party, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan Agreement) of the security interest in such Additional Engine granted to the Appropriate Party hereunder.

Conditions to Addition of Engine. When any Grantor (including any The Grantor’s right to add an Additional Grantor) is granting a security interest Engine to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant shall be subject to the requirements under the Loan Documents, such Grantor shallfulfillment, at such the Grantor’s sole cost and expense, fulfill of the following conditions: (i) an executed counterpart of a Pledge Supplement covering such Additional Engine;each of the following documents shall be delivered to the Administrative Agent: (iiA) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the ActAct or such other applicable law of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be; and (B) UCC financing statements covering the security interests created by this Mortgage (or any similar statements or other documents required to be filed or delivered pursuant to the laws of the jurisdiction in which the applicable Aircraft (if any) may be registered) as are deemed necessary by counsel for the Administrative Agent to protect the security interests of the Administrative Agent in the Additional Engine; (iiiii) such the Grantor shall have furnished to the Appropriate Party Administrative Agent such evidence of compliance with the insurance provisions of this Agreement Section 3.06 with respect to such Additional EngineEngine as the Administrative Agent shall reasonably request; (iviii) such the Grantor shall have furnished to the Collateral Administrative Agent and the Appropriate Party an opinion of counsel from counsel reasonably satisfactory to the Appropriate Party Administrative Agent to the effect that (A) this Agreement Mortgage creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 the Grantor’s interest in the Additional Engine and (B) in the Secured Parties case of any Additional Engine that is Additional Collateral Mortgage and Security Agreement 1005973744v2 referred to in clause (b) of the definition of such term in Section 1.01 of the Credit Agreement, the Administrative Agent will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (viv) such the Grantor shall have furnished to the Appropriate Party Administrative Agent an opinion of such the Grantor’s aviation law counsel reasonably satisfactory to the Appropriate Party Administrative Agent as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any such other applicable Lawlaw of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be, and the perfection and first priority (other than with respect to any Permitted LienLien not Excluded Liens) of the security interest in the Additional Engine granted to the Appropriate Party Administrative Agent hereunder, and the registration with the International Registry of the sale to the Grantor of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (viv) such the Grantor shall have caused the sale of such Additional Engine to such the Grantor (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party Administrative Agent with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (viivi) such the Grantor shall have delivered an Appraisal of such Additional Engine to the Appropriate Party and, if such Additional Engine were delivered new Administrative Agent pursuant to such Grantor by Section 5.07(2) of the manufacturers within ninety (90) days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoingCredit Agreement; and (viiivii) such the Grantor shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party Administrative Agent may reasonably require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this AgreementMortgage. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, Act (or pursuant to the applicable laws of the jurisdiction in which the applicable Aircraft (if any) is then registered) the Grantor shall cause to be delivered to the Appropriate Party Administrative Agent an opinion of counsel, reasonably satisfactory in form and substance to the Appropriate PartyAdministrative Agent, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Permitted Liens permitted under the Loan Agreementnot Excluded Liens) of the security interest in such Additional Engine granted to the Appropriate Party Administrative Agent hereunder.

Conditions to Addition of Engine. When any Grantor (including any The Borrower’s right to add an Additional Grantor) is granting a security interest Engine to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant shall be subject to the requirements under the Loan Documents, such Grantor shallfulfillment, at such Grantorthe Borrower’s sole cost and expense, fulfill of the following conditions:conditions (which shall be deemed to satisfy the requirements of Section 5.12(b) of the Credit Agreement): (i) an executed counterpart of a Pledge Supplement covering such Additional Engine;each of the following documents shall be delivered to the Administrative Agent: (iiA) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the Act;Act or such other applicable law of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be; and (iiiB) such Grantor UCC financing statements covering the security interests created by this Mortgage (or any similar statements or other documents required to be filed or delivered pursuant to the laws of the jurisdiction in which the applicable Aircraft (if any) may be registered) as are deemed necessary by counsel for the Administrative Agent to protect the security interests of the Administrative Agent in the Additional Engine; Mortgage and Security Agreement (ii) the Borrower shall have furnished to the Appropriate Party Administrative Agent such evidence of compliance with the insurance provisions of this Agreement Section 3.06 with respect to such Additional EngineEngine as the Administrative Agent shall reasonably request; (iviii) such Grantor the Borrower shall have furnished to the Collateral Administrative Agent and the Appropriate Party an opinion of counsel from counsel reasonably satisfactory to the Appropriate Party Administrative Agent to the effect that (A) this Agreement Mortgage creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 Grantorthe Borrower’s interest in the Additional Engine and (B) in the Secured Parties case of any Additional Engine that is Additional Collateral referred to in clause (b) of the definition of such term in Section 1.01 of the Credit Agreement, the Administrative Agent will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (viv) such Grantor the Borrower shall have furnished to the Appropriate Party Administrative Agent an opinion of such Grantorthe Borrower’s aviation law counsel reasonably satisfactory to the Appropriate Party Administrative Agent as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any such other applicable Lawlaw of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party Administrative Agent hereunder, and the registration with the International Registry of the sale to the Grantor Borrower of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (viv) such Grantor the Borrower shall have caused the sale of such Additional Engine to such Grantor the Borrower (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party Administrative Agent with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (viivi) such Grantor the Borrower shall have delivered (x) an Appraisal of such Additional Engine to the Appropriate Party and, Administrative Agent pursuant to Section 5.07(2) of the Credit Agreement or (y) if such Additional Engine were was delivered new to such Grantor the Borrower by the manufacturers within ninety (90) 90 days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoingforegoing in this clause (y) and setting forth the Appraised Value of such Additional Engine pursuant to clause (ii) of the first proviso to the definition of “Appraised Value” in the Credit Agreement; and (viiivii) such Grantor the Borrower shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party Administrative Agent may reasonably require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this AgreementMortgage. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, Act (or pursuant to the Grantor applicable laws of the jurisdiction in which the applicable Aircraft (if any) is then registered) the Borrower shall cause to be delivered to the Appropriate Party Administrative Agent an opinion of counsel, reasonably satisfactory in form and substance to the Appropriate PartyAdministrative Agent, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan AgreementPermitted Liens) of the security interest in such Additional Engine granted to the Appropriate Party Administrative Agent hereunder.. Mortgage and Security Agreement

Conditions to Addition of Engine. When any Grantor (including any Additional Grantor) is granting a security interest to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant to the requirements under the Loan Documents, such Grantor shall, at such Grantor’s sole cost and expense, fulfill the following conditions: (i) an executed counterpart of a Pledge Supplement covering such Additional Engine; (ii) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the Act; (iii) such Grantor shall have furnished to the Appropriate Party such evidence of compliance with the insurance provisions of this Agreement with respect to such Additional Engine; (iv) such Grantor shall have furnished to the Collateral Agent and the Appropriate Party an opinion of counsel from counsel satisfactory to the Appropriate Party to the effect that (A) this Agreement creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 Grantor’s interest in the Additional Engine and (B) the Secured Parties will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (v) such Grantor shall have furnished to the Appropriate Party an opinion of such Grantor’s aviation law counsel satisfactory to the Appropriate Party as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any other applicable Law, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party hereunder, and the registration with the International Registry of the sale to the Grantor Grantors of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (vi) such Grantor shall have caused the sale of such Additional Engine to such Grantor (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (vii) such Grantor shall have delivered an Appraisal of such Additional Engine to the Appropriate Party and, if such Additional Engine were delivered new to such Grantor by the manufacturers within ninety (90) days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoing; and (viii) such Grantor shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party may require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this Agreement. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, the Grantor Grantors shall cause to be delivered to the Appropriate Party an opinion of counsel, satisfactory in form and substance to the Appropriate Party, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan Agreement) of the security interest in such Additional Engine granted to the Appropriate Party hereunder.

Conditions to Addition of Engine. When any Grantor (including any Additional Grantor) is granting a security interest to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant to the requirements under the Loan Documents, such Grantor shall, at such Grantor’s sole cost and expense, fulfill the following conditions: (i) an executed counterpart of a Pledge Supplement covering such Additional Engine; (ii) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the Act; (iii) such Grantor shall have furnished to the Appropriate Party such evidence of compliance with the insurance provisions of this Agreement with respect to such Additional Engine; (iv) such Grantor shall have furnished to the Collateral Agent and the Appropriate Party an opinion of counsel from counsel satisfactory to the Appropriate Party to the effect that (A) this Agreement creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 Grantor’s interest in the Additional Engine and (B) the Secured Parties will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (v) such Grantor shall have furnished to the Appropriate Party an opinion of such Grantor’s aviation law counsel satisfactory to the Appropriate Party as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any other applicable Applicable Law, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party hereunder, and the registration with the International Registry of the sale to the Grantor of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (vi) such Grantor shall have caused the sale of such Additional Engine to such Grantor (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; ; (vii) such Grantor shall have delivered an Appraisal of such Additional Engine to the Appropriate Party and, if such Additional Engine were delivered new to such Grantor by the manufacturers within ninety (90) days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoing; and (viii) such Grantor shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party may require in order to assure that the Additional Engine is duly and properly subjected to the Lien of this Agreement. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, the Grantor shall cause to be delivered to the Appropriate Party an opinion of counsel, satisfactory in form and substance to the Appropriate Party, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan Agreement) of the security interest in such Additional Engine granted to the Appropriate Party hereunder.

Conditions to Addition of Engine. When any Grantor (including any The Borrower’s right to add an Additional Grantor) is granting a security interest Engine to the Collateral Agent for the benefit of the Secured Parties in an additional Engine (an “Additional Engine”) pursuant shall be subject to the requirements under the Loan Documents, such Grantor shallfulfillment, at such Grantorthe Borrower’s sole cost and expense, fulfill of the following conditions:conditions (which shall be deemed to satisfy the requirements of Section 5.12(b) of the Credit Agreement): (i) an executed counterpart of a Pledge Supplement covering such Additional Engine;each of the following documents shall be delivered to the Administrative Agent: (iiA) an executed counterpart of a Mortgage Supplement covering the Additional Engine, which shall have been duly filed for recordation pursuant to the ActAct or such other applicable law of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be; and Mortgage and Security Agreement (B) UCC financing statements covering the security interests created by this Mortgage (or any similar statements or other documents required to be filed or delivered pursuant to the laws of the jurisdiction in which the applicable Aircraft (if any) may be registered) as are deemed necessary by counsel for the Administrative Agent to protect the security interests of the Administrative Agent in the Additional Engine; (iiiii) such Grantor the Borrower shall have furnished to the Appropriate Party Administrative Agent such evidence of compliance with the insurance provisions of this Agreement Section 3.06 and, if subject to a Permitted Lease, the applicable provisions of Section 3.02(b), in each case with respect to such Additional EngineEngine as the Administrative Agent shall reasonably request; (iviii) such Grantor the Borrower shall have furnished to the Collateral Administrative Agent and the Appropriate Party an opinion of counsel from counsel reasonably satisfactory to the Appropriate Party Administrative Agent to the effect that (A) this Agreement Mortgage creates a valid security interest in such 1" = "1" "WEIL:\97602794\8\13173.0005" "" WEIL:\97602794\8\13173.0005 Grantorthe Borrower’s interest in the Additional Engine and (B) in the Secured Parties case of any Additional Engine that is Additional Collateral referred to in clause (b) of the definition of such term in Section 1.01 of the Credit Agreement, the Administrative Agent will have the benefits of Section 1110 of the U.S. Bankruptcy Code with respect to the Additional Engine, and a UCC filing has been filed with respect thereto resulting in a perfected security interest to the extent the UCC is applicable; (viv) such Grantor the Borrower shall have furnished to the Appropriate Party Administrative Agent an opinion of such Grantorthe Borrower’s aviation law counsel reasonably satisfactory to the Appropriate Party Administrative Agent as to the due filing for recordation of the Mortgage Supplement with respect to such Additional Engine under the Act or any such other applicable Lawlaw of the jurisdiction other than the United States in which the applicable Aircraft (if any) is registered in accordance with Section 3.02(e), as the case may be, and the perfection and first priority (other than with respect to any Permitted Lien) of the security interest in the Additional Engine granted to the Appropriate Party Administrative Agent hereunder, and the registration with the International Registry of the sale to the Grantor Borrower of such Additional Engine (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement with respect to such Additional Engine; (viv) such Grantor the Borrower shall have caused the sale of such Additional Engine to such Grantor the Borrower (if occurring after February 28, 2006) and the International Interest granted under such Mortgage Supplement in favor of the Appropriate Party Administrative Agent with respect to such Additional Engine each to be registered on the International Registry as a sale or an International Interest, respectively; (viivi) such Grantor the Borrower shall have delivered (x) an Appraisal of such Additional Engine to the Appropriate Party and, Administrative Agent pursuant to Section 5.07(2) of the Credit Agreement or (y) if such Additional Engine were was delivered new to such Grantor the Borrower by the manufacturers manufacturer within ninety (90) 90 days prior to the date such Additional Engine is added as Collateral, in an officer’s certificate attesting to the foregoingforegoing in this clause (y) and setting forth the Appraised Value of such Additional Engine pursuant to clause (ii) of the first proviso to the definition of “Appraised Value” in the Credit Agreement; and (viiivii) such Grantor the Borrower shall have taken such other actions and furnished such other certificates and documents as the Appropriate Party Administrative Agent may reasonably require in order to assure Mortgage and Security Agreement that the Additional Engine is duly and properly subjected to the Lien of this AgreementMortgage. Promptly after the recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine, if any, pursuant to the Act, Act (or pursuant to the Grantor applicable laws of the jurisdiction in which the applicable Aircraft (if any) is then registered) the Borrower shall cause to be delivered to the Appropriate Party Administrative Agent an opinion of counsel, reasonably satisfactory in form and substance to the Appropriate PartyAdministrative Agent, as to the due recordation of the Mortgage Supplement or other requisite documents or instruments covering such Additional Engine and the perfection and first priority (other than with respect to any Liens permitted under the Loan AgreementPermitted Liens) of the security interest in such Additional Engine granted to the Appropriate Party Administrative Agent hereunder.