Common use of Delayed Delivery Clause in Contracts

Delayed Delivery. If Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease): (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft; (b) Lessee will not, except in the circumstances described in Section 4.4(c), be entitled to terminate the Lease or to reject the Aircraft when it is offered for Delivery because of the delay. (c) If the Aircraft has not been tendered for Delivery, in accordance with Section 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 days of such Final Delivery Date (and if such notice is not delivered within such 10-day period the Final Delivery Date will be deemed extended for one additional period of 90 days). Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been delivered, all obligations of each party under the Lease will end on the date of such notice or the date of the expiration of such period, as the case may be, except that Lessor will repay to Lessee the Deposit (if any) or return to Lessee or cancel any Letter of Credit and Lessee will remain obligated under its indemnity set forth in Section 3 of Schedule 4. (d) Lessee hereby agrees that its only right or remedy for a delay in or failure of delivery of the Aircraft due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease) is the remedy set forth in Section 4.4(c) above and Lessee hereby waives any rights it may have under Section 2A-406 of the UCC or otherwise for any delay in or failure of delivery.

Delayed Delivery. (a) If FedEx is obligated to accept delivery of and purchase an Aircraft tendered by American for delivery on a Scheduled Delivery takes place after Date, which Aircraft is in Delivery Condition and FedEx fails to accept such Aircraft for delivery in accordance with this Agreement, unless such failure is an Excusable Delay, FedEx will [* ] If American is unable to deliver an Aircraft on a Scheduled Delivery Date, unless such delay is an Excusable Delay (other than one arising as a result of a Force Majeure Event involving any work stoppage, work slow down, other labor or work action or labor dispute, if and to the extent such Excusable Delay exceeds four (4) weeks in duration), [ * ] The payment of any such amounts shall not be the exclusive remedy of American if FedEx fails to accept delivery of an Aircraft on a Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in circumstances constituting an Excusable Delay nor the performance exclusive remedy of its obligation FedEx if American fails to deliver the an Aircraft under and subject to the conditions on a Scheduled Delivery Date other than in the Lease): (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft;circumstances constituting an Excusable Delay. (b) Lessee will notNotwithstanding the foregoing, except with respect to non-excusable delays resulting from American's actions or omissions, American shall not be required to pay interest on the Purchase Price of any Aircraft as set forth above if (i) delivery of such Aircraft is delayed for [ * ] or less and (ii) the aggregate number of days for which deliveries of all the Aircraft have been delayed [ * ] If, as to non- excusable delays resulting from American's actions or omissions, the number of days by which any delivery of an Aircraft is delayed exceeds [ * ] or the number of days by which all deliveries of Aircraft are delayed exceeds [ * ] in the circumstances described in Section 4.4(c)aggregate, be entitled to terminate interest (computed as provided above) on the Lease or to reject Purchase Price of the Aircraft when it is offered for Delivery because as to which a delay in excess of [ * ] occurs (less the amount of applicable Deposit) or the aggregate Purchase Prices of the delayAircraft as to which aggregate delays in excess of [ * ] occur (less the amount of applicable Deposit) shall be paid by American to FedEx as provided above for each day for which deliveries of the Aircraft by American are delayed. Notwithstanding the foregoing, with respect to non-excusable delays resulting from FedEx's actions or omissions, FedEx shall not be required to pay interest on the Purchase Price of any Aircraft as set forth above if (i) its acceptance _____________________ * Blank space contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. (c) If the an Aircraft which has not been designated for delivery to FedEx on a particular Scheduled Delivery Date sustains any damage or is partially destroyed and such damage or partial destruction can be repaired or restored and such Aircraft can be tendered for Delivery, in accordance with Section 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 days of such Final Delivery Date (and if such notice is not delivered within such 10-day period the Final Delivery Date will be deemed extended for one additional period of 90 days). Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been delivered, all obligations of each party under the Lease will end on the date (the "Partial Casualty Delivery Date") that is the later to occur of (i) the Scheduled Delivery Date with respect to such Aircraft or (ii) the date which is [ * ] after the occurrence of such notice damage or partial destruction, as promptly as practicable after the date occurrence of the expiration damage or destruction of such periodAircraft, as American shall notify FedEx in writing of such occurrence and whether American elects (i) at American's sole cost and expense, to repair or restore the case may bedamaged or partially destroyed Aircraft so that it will be in Delivery Condition or (ii) to substitute another Aircraft, except that Lessor will repay to Lessee the Deposit (if any, for the damaged Aircraft. Any repair required by damage to or partial destruction of the Aircraft shall not (i) impose any restrictions on the FAA-certified limitations, performance or return to Lessee or cancel any Letter of Credit and Lessee will remain obligated under its indemnity operation as set forth in Section 3 the Manufacturer's FAA-approved Airplane Flight Manual for the Aircraft or (ii) materially impair the fuel mileage performance of Schedule 4the Aircraft or (iii) increase the empty weight of the Aircraft by more than [ * ]pounds. (d) Lessee hereby agrees If, before the Delivery Date of any Committed Delivery (as defined below), one or more Aircraft (each a "Casualty Aircraft") are lost or, in American's sole judgment, substantially completely destroyed, or if American determines, in its sole judgment, that its only right repairing any substantial damage to any Aircraft would be uneconomical, then American shall designate or remedy for a delay in or failure of delivery of the Aircraft due re-designate other Aircraft, if any, pursuant to an Unforeseen Event or for any other reason Section 2.04 (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject without regard to the conditions in the Lease) is the remedy times for taking actions set forth in such Section 4.4(c2.04, but subject to Section 9.02) above and Lessee hereby waives any rights it may have under Section 2A-406 in order to deliver an Aircraft to FedEx for each Committed Delivery (as defined below) by the later to occur of (i) the Scheduled Delivery Date for each Committed Delivery or (ii) the date which is [ * ] after the occurrence of the UCC loss or otherwise for any delay in or failure substantially complete destruction of delivery__________________ * Blank space contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934.

Delayed Delivery. (a) If Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance an act or omission of its obligation to deliver the Aircraft under and subject to the conditions in the LeaseLessor not relating to, or caused by, an Unforeseen Event): (ai) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft;; and (bii) Lessee will not, except in the circumstances described in Section 4.4(c4.4(b), be entitled to terminate the Lease or to reject the Aircraft when it is offered for Delivery because of the delay. (cb) If the Aircraft has not been tendered for Delivery, in accordance with Section 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 ten (10) days of such Final Delivery Date (and if such notice is not delivered within such 10-day period following the Final Delivery Date will be deemed extended for one additional period of 90 days)Date. Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been deliverednotice, all obligations of each party under the Lease will end on the date of such notice or the date of the expiration of such period, as the case may benotice, except that Lessor will repay to Lessee an amount equal to the Deposit (if any) or ), return to Lessee or cancel agree to the cancellation of any Letter of Credit Credit, and release and return any Guarantee given in respect of the Lease. Lessee will remain obligated under its indemnity set forth in Section 3 of Schedule 4. (dc) Lessee hereby agrees that its only right or remedy for a delay in or failure of delivery of the Aircraft due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance an act or omission of its obligation to deliver the Aircraft under and subject to the conditions in the LeaseLessor not relating to, or caused by, an Unforeseen Event) is the remedy set forth in Section 4.4(c4.4(b) above and Lessee hereby waives any rights or remedies it may have under Section 2A-406 of the UCC or otherwise for any delay in or failure of delivery.

Delayed Delivery. If Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease): (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft; (b) Lessee will not, except in the circumstances described in Section 4.4(c), be entitled to terminate the Lease or to reject the Aircraft when it is offered for Delivery because of the delay. (c) If the Aircraft has not been tendered for Delivery, in accordance with Section 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 days of such Final Delivery Date (and if such notice is not delivered within such 10-day period the Final Delivery Date will be deemed extended for one additional period of 90 days). Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been delivered, all obligations of each party under the Lease will end on the date of such notice or the date of the expiration of such period, as the case may be, except that Lessor will repay to Lessee the Deposit (if any) or return to Lessee or cancel any Letter of Credit and Lessee will remain obligated under its indemnity indmenity set forth in Section 3 of Schedule 4. (d) Lessee hereby agrees that its only right or remedy for a delay in or failure of delivery of the Aircraft due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease) is the remedy set forth in Section 4.4(c) above and Lessee hereby waives any rights it may have under Section 2A-406 of the UCC or otherwise for any delay in or failure of delivery.

Delayed Delivery. It is intended that Delivery shall occur on the Scheduled Delivery Date. If Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in at all: 4.5.1 the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease): (a) Lessor will not be responsible for any Losses that Losses, including loss of profit, costs and expenses, the Lessee suffers resulting from Delivery taking place after the delay Scheduled Delivery Date or from the non-non delivery of the Aircraft, except for direct out-of-pocket costs incurred by the Lessee which result from a breach by “buyer” of its obligations under the Purchase Agreement that does not relate to or arise out of any breach by the Lessee of its obligations hereunder or any other Transaction Document (including any failure on the part of the Lessee to fulfill any condition precedent to the leasing of the Aircraft hereunder or under the Indemnity Letter); (b) 4.5.2 the Lessee will not, except in the circumstances described in Section 4.4(c)Clause 4.5.3 below, be entitled to terminate the Lease this Agreement or to reject the Aircraft when it is offered for Delivery because on the grounds of the delay.; and 4.5.3 if for any reason other than the Lessee’s failure to satisfy any of the conditions precedents provided in Part A of Schedule 3 (cConditions precedent) If or an Event of Default hereunder, the Aircraft has not been tendered offered for Delivery, Delivery in accordance with Section 4.3, the condition required hereunder by the Final Delivery Cut-Off Date and the parties have not otherwise agreed in writing to extend the Cut-Off Date, either party may terminate the Lease this Agreement by delivering serving notice to the other party within 10 ten (10) days of such Final Delivery Date (and if such notice is not delivered within such 10Cut-day period Off Date, at which time the Final Delivery Date will be deemed extended for one additional period of 90 days). Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been delivered, all obligations of each party under the Lease will end on from the date of such that notice or and the date of the expiration of such period, as the case may be, except that Lessor will repay have no liability to the Lessee arising from the Deposit (if any) or return to Lessee or cancel any Letter of Credit and Lessee will remain obligated under its indemnity set forth in Section 3 of Schedule 4. (d) Lessee hereby agrees that its only right or remedy for a delay in or failure of non-delivery of the Aircraft due to an Unforeseen except that, provided no Event or for any other reason (other than Lessor's willful misconduct in of Default has occurred, the performance of its obligation to deliver the Aircraft under and subject Lessor will promptly repay to the conditions Lessee an amount equal to the Security Deposit and any Rent paid in advance by the Lease) is Lessee under this Agreement and return to the remedy set forth in Section 4.4(c) above and Lessee hereby waives Lessee, or agree to the cancellation, of any rights it may have under Section 2A-406 Security Deposit Letter of the UCC or otherwise for any delay in or failure of deliveryCredit.

Delayed Delivery. If Delivery takes place after the Scheduled Delivery Date or does not happen due to If, as a result of an Unforeseen Event or for any other reason (other than Lessor's ’s willful misconduct or intentional breach in the performance of its obligation obligations to deliver the Aircraft under and subject to the conditions in the Lease):), Delivery takes place after the Scheduled Delivery Date or does not happen: (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft; (b) Lessee will not, except in the circumstances described in Section Sections 4.4(c) and 4.4(d), be entitled to terminate the Lease or to reject the Aircraft when it is offered for Delivery because of the delay. (c) If the Aircraft has not been tendered for Delivery, in accordance with Section 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 ten (10) days of following such Final Delivery Date (and if such notice is not delivered within such 10-day period the Final Delivery Date will be deemed extended for one additional period of 90 days)Date. Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been deliverednotice, all obligations of each party under the Lease will end on the date of such notice or the date of the expiration of such period, as the case may benotice, except that that, Lessor will (i) repay to Lessee the Deposit Deposit, (if anyii) or return to Lessee or cancel any Letter of Credit Credit, (iii) pay to Lessee such additional amounts (if any) as may be provided for in the Aircraft Lease Agreement and (iv) release and return any Guarantee, if applicable, and Lessee will remain obligated under its solely in respect of any indemnity obligation arising as set forth in Section 3 of Schedule 4. (d) If the Manufacturer shall have notified Lessor (in which case Lessor shall promptly inform Lessee of such notice) that the Delivery will be delayed beyond the Final Delivery Date or that the Aircraft will not be delivered, either party may terminate the Lease by delivering notice to the other within thirty (30) days following receipt of such notice from the Manufacturer. Upon the delivery of any such notice, all obligations of each party under the Lease will end on the date of such notice, except that, Lessor will (i) repay to Lessee the Deposit, (ii) return to Lessee or cancel any Letter of Credit, (iii) pay to Lessee such additional amounts (if any) as may be provided in the Aircraft Lease Agreement and (iv) release and return any Guarantee, if applicable, and Lessee will remain obligated solely in respect of any indemnity obligation arising as set forth in Section 3 of Schedule 4. (e) Lessee hereby agrees that its only right or remedy for a delay in delivery of, or Lessor’s failure of delivery of to deliver, the Aircraft due to an Unforeseen Event or for any other reason (other than except to the extent of Lessor's ’s willful misconduct in the performance of of, or the intentional breach of, its obligation to deliver the Aircraft under and subject to the conditions in the Lease) is the remedy set forth in Section Sections 4.4(c) above and (d) above, and any remedy set forth in the Aircraft Lease Agreement, and Lessee hereby waives any rights or remedies it may have under pursuant to Section 2A-406 of the UCC or otherwise for any such delay in or any such failure of delivery.

Delayed Delivery. If If, as a result of an Unforeseen Event or any other reason (other than Lessor’s willful misconduct or intentional breach in the performance of its obligations to deliver the Engine under and subject to the conditions in the Lease), Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease):happen: (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft;Engine. (b) Lessee will not, except in the circumstances described in Section Sections 4.4(c) and 4.4(d), be entitled to terminate the Lease or to reject the Aircraft Engine when it is offered for Delivery because of the delay. (c) If the Aircraft Engine has not been tendered for Delivery, in accordance with Section 4.34.3 (Delivery and Acceptance), by the Final Delivery Date, either party may terminate the Lease by delivering notice to the other party within 10 ten (10) days of following such Final Delivery Date (and if such notice is not delivered within such 10-day period the Final Delivery Date will be deemed extended for one additional period of 90 days)Date. Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been deliverednotice, all obligations of each party under the Lease will end on the date of such notice or the date of the expiration of such period, as the case may benotice, except that that, Lessor will (i) repay to Lessee the Deposit Deposit, (if anyii) or return to Lessee or cancel any Letter of Credit Credit, (iii) pay to Lessee such additional amounts (if any) as may be provided for in the Engine Lease Agreement and (iv) release and return any Guarantee, if applicable, and Lessee will remain obligated under its solely in respect of any indemnity obligation arising as set forth in Section 3 of Schedule 44 (Pre-Delivery Procedures and Delivery Condition). (d) If the Manufacturer shall have notified Lessor (in which case Lessor shall promptly inform Lessee of such notice) that the Delivery will be delayed beyond the Final Delivery Date or that the Engine will not be delivered, either party may terminate the Lease by delivering notice to the other within thirty (30) days following receipt of such notice from the Manufacturer. Upon the delivery of any such notice, all obligations of each party under the Lease will end on the date of such notice, except that, Lessor will (i) repay to Lessee the Deposit, (ii) return to Lessee or cancel any Letter of Credit, (iii) pay to Lessee such additional amounts (if any) as may be provided in the Engine Lease Agreement and (iv) release and return any Guarantee, if applicable, and Lessee will remain obligated solely in respect of any indemnity obligation arising as set forth in Section 3 of Schedule 4 (Pre-Delivery Procedures and Delivery Condition). (e) Lessee hereby agrees that its only right or remedy for a delay in delivery of, or Lessor’s failure of delivery of to deliver, the Aircraft Engine due to an Unforeseen Event or for any other reason (other than except to the extent of Lessor's ’s willful misconduct in the performance of of, or the intentional breach of, its obligation to deliver the Aircraft Engine under and subject to the conditions in the Lease) is the remedy set forth in Section Sections 4.4(c) above and (d) above, and any remedy set forth in the Engine Lease Agreement, and Lessee hereby waives any rights or remedies it may have under Section 2A-406 of the UCC or otherwise for any such delay in or any such failure of delivery.

Delayed Delivery. If Lessor becomes aware of an Unforeseen Event which is likely to delay Delivery, Lessor shall advise Lessee of the circumstances and take whatever measures are reasonably available to Lessor to avoid or minimize such delay. Irrespective of whether Lessor has previously advised Lessee of a delay in Delivery or taken steps to avoid or minimize such delay, if an Unforeseen Event happens and, as a result, Delivery takes place after the Scheduled Delivery Date or does not happen due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease):happen: (a) Lessor will not be responsible for any Losses that Lessee suffers resulting from the delay or from the non-delivery of the Aircraft; (b) Lessee will not, except in the circumstances described in Section Clause 4.4(c), be entitled to terminate the Lease or to reject the Aircraft when it is offered for Delivery because of the delay. (c) If the Aircraft has not been tendered for Delivery, in accordance with Section Clause 4.3, by the Final Delivery Date, either party may terminate the Lease by delivering notice of its intent to terminate the Lease to the other party within 10 ten (10) days of prior to such Final Delivery Date (and if such notice is not delivered within such 10-day period so delivered, the Final Delivery Date will be deemed extended for one additional period of 90 ninety (90) days). Upon the delivery of any such notice or automatically on the expiration of such 90-day period if no such notice has been delivered, all obligations of each party under the Lease will end terminate either on the date of such notice Final Delivery Date, or the expiry date of the expiration additional ninety (90) day period if so extended, provided that the Aircraft has not theretofore been tendered for Delivery as of such period, as date in accordance with the case may beLease, except that Lessor will repay to Lessee the Deposit (if any) or ), return to Lessee or cancel any Letter of Credit Credit, and release and return any Guaranty, if applicable, and Lessee will remain obligated under its indemnity set forth in Section Clause 3 of Schedule 4. If Lessor on reasonable grounds determines that there is no reasonable possibility that the Aircraft will be available for Delivery on or before the Final Delivery Date, Lessor shall then promptly notify Lessee of such circumstances, and Lessor and/or Lessee shall be entitled to effect a termination of the parties’ obligations hereunder upon ten (10) days prior, written notice to the other party; and upon such termination becoming effective, Lessor shall repay the Deposit to Lessee, return or cancel the Letter of Credit and release or return of the Guaranty as set forth in the previous sentence. (d) Lessee hereby agrees that its only right or remedy for a delay in or failure of delivery of the Aircraft due to an Unforeseen Event or for any other reason (other than Lessor's willful misconduct in the performance of its obligation to deliver the Aircraft under and subject to the conditions in the Lease) is the remedy set forth in Section Clause 4.4(c) above and Lessee hereby waives any rights it may have under Section 2A-406 of the UCC or otherwise for any delay in or failure of delivery.