Common use of Delivery of Appraisals Clause in Contracts

Delivery of Appraisals. (a) No later than: (1) each of (x) June 30 of each year commencing June 30, 2024 and (y) a date to be selected by the Company from time to time between July 1 and December 31 of each year, but in any event no earlier than five months after the delivery of the Appraisals pursuant to clause (x) for such year; and (2) the 45 day period following a request by the Trustee or the Collateral Trustee if an Event of Default has occurred and is continuing, the Company shall deliver to the Trustee and the Collateral Trustee one or more Appraisals establishing the Appraised Value of the Collateral (other than with respect to cash or Cash Equivalents). (b) Within 10 business days after any Appraisal is delivered to the Trustee and Collateral Trustee pursuant to this Section 4.13, the Company shall (i) make copies of these Appraisals available on a private, restricted website to which noteholders, prospective investors, broker-dealers and securities analysts are given access, and (ii) make a summary of the aggregate appraised value set forth therein publicly available (unless, in the case of this clause (ii), the Company determines in its sole discretion that such information is not material with respect to the business and operations of the Parent and its subsidiaries, taken as a whole, in which case the Company may, but will not be required to, make such summary publicly available). For avoidance of doubt, the Company may (but shall not be required to) deliver Appraisals to the Trustee and the Collateral Trustee on additional dates with greater frequency than is required pursuant to the provisions above. (c) For the avoidance of doubt, the Appraised Value of any Additional Collateral (other than any cash or Cash Equivalents) pledged by the Company or a Guarantor that has not previously been included in an Appraisal shall be deemed to be zero until an Appraisal of such Additional Collateral has been delivered to the Trustee and the Collateral Trustee. (d) For the avoidance of doubt, the Company’s failure to deliver any Appraisal required by clause (a)(1) or (a)(2) above will be deemed to constitute an Event of Default for purposes of clause (3) under Section 6.01 hereof upon the expiration of the 60-day grace period as set forth in such Section (unless earlier cured).

Delivery of Appraisals. (a) No later thanWithin: (1) each of the thirty (x30) June day period prior to May 31 and November 30 of each year commencing June November 30, 2024 and (y) a date to be selected by the Company from time to time between July 1 and December 31 of each year, but in any event no earlier than five months after the delivery of the Appraisals pursuant to clause (x) for such year2020; and; (2) the 45 day period following a request by the Trustee or the Collateral Trustee if an Event of Default has occurred and is continuing, the Company shall will deliver to the Trustee and the Collateral Trustee one or more Appraisals establishing the Appraised Value of the First Lien Collateral (other than with respect to cash or Cash Equivalents). (b) Within 10 business days after any Appraisal is delivered to the Trustee and Collateral Trustee pursuant to this Section 4.13, the . The Company shall (i) will make copies of these Appraisals available on a private, restricted website to which noteholders, prospective investors, broker-dealers and securities analysts are given access, and (ii) make a summary of the aggregate appraised value set forth therein publicly available (unless, in the case of this clause (ii), the Company determines in its sole discretion that such information is not material with respect to the business and operations of the Parent and its subsidiaries, taken as a whole, in which case the Company may, but will not be required to, make such summary publicly available). For avoidance of doubt, the Company may (but shall not be required to) deliver Appraisals to the Trustee and the Collateral Trustee on additional dates with greater frequency than is required pursuant to the provisions above. (cb) For the avoidance of doubt, the Appraised Value of any Additional Collateral (other than any cash or Cash Equivalents) pledged by the The Company or a Guarantor that has not previously been included in an Appraisal shall be deemed to be zero until an Appraisal of such Additional Collateral has been delivered will deliver to the Trustee and the Collateral TrusteeTrustee any Appraisal with respect to the Second Lien Collateral that is delivered to the administrative agent under the 2014 Credit Agreement or any other Priority Lien Debt, within five business days of such delivery to such administrative agent, and the Company will make copies of these Appraisals available on a private, restricted website to which noteholders, prospective investors, broker-dealers and securities analysts are given access. (dc) For the avoidance of doubt, the Company’s failure to deliver any Appraisal required by clause clauses (a)(11) or (a)(22) above will be deemed to constitute an Event of Default for purposes of clause (3) under Section 6.01 hereof upon hereof. (d) Within 10 business days after any Appraisal is required to be delivered pursuant to Section 4.13, the expiration Company will furnish to the Trustee a summary of each such Appraisal containing only information summarizing the 60results of such Appraisal (all of which will be made publicly available) and will post the complete Appraisal on a private, restricted website to which noteholders, prospective investors, broker-day grace period as set forth in such Section (unless earlier cured)dealers and securities analysts are given access.

Delivery of Appraisals. (a) No later thanThe Borrower shall: (1) each of on a date within 30 days prior to (xA) June 30 January 10 of each year commencing June 30, 2024 and (yB) a date to be selected by the Company from time to time between July 1 and December 31 10 of each year, beginning with the first such date occurring at least 90 days after any such Appraised Collateral is first added to the Collateral; (2) on the date upon which any Additional Collateral comprised of Appraised Collateral is pledged as Collateral, but only with respect to such Additional Collateral; and (3) promptly (but in any event no earlier than five months after the delivery of the Appraisals pursuant to clause (xwithin 45 days) for such year; and (2) the 45 day period following a request by the Trustee or the Collateral Trustee Administrative Agent if an Event of Default has occurred and is continuing, the Company shall ; deliver to the Trustee and the Collateral Trustee Administrative Agent one or more Appraisals establishing the Appraised Value of the Collateral Appraised Collateral; provided, however, that: (other than i) the Borrower shall be required to deliver only an Appraisal with respect to cash the (x) Pledged Aircraft, Pledged Engines and Pledged Spare Parts (in the case of clause (1) above) or Cash Equivalents(y) the applicable Additional Collateral (in the case of clause (2) above).; (bii) Within 10 business in connection with the pledging of any Eligible Aircraft, Eligible Engines or Eligible Spare Parts as Additional Collateral, any Appraisal with respect to such Additional Collateral that is more than 180 days old as of the date on which such Additional Collateral is pledged hereunder shall not be deemed to satisfy the Appraisal requirement in clause (2) above; and (iii) if any new spare Engine is pledged as Collateral within 90 days after delivery from the manufacturer to the applicable Grantor and such new spare Engine is of the same make and model as any spare Engine then currently included (or being replaced) in the Collateral (any such Engine make and model, an “Existing Engine Type”), an Appraisal with respect to such new spare Engine shall only be required under this Section 5.07 if the Borrower elects to provide such an Appraisal for purposes of determining the Appraised Value of such new spare Engine pursuant to clause (ii) of the proviso of the definition of “Appraised Value”. In addition to the requirements set forth in this Section 5.07, if at any time the Administrative Agent in its reasonable good faith business judgment believes that any material assumption contained in any Appraisal is fails to be correct, except if such failure would not reasonably be expected to result in the Collateral Coverage Ratio being less than 1.00 to 1.00, it may request the delivery of an updated Appraisal with respect to the affected Appraised Collateral, and the Borrower and Guarantors shall cooperate with the applicable Appraiser(s) to ensure that the Administrative Agent receives the same. The Borrower may from time to time cause subsequent Appraisals to be delivered to the Trustee and Administrative Agent if it believes that any affected item of Appraised Collateral Trustee has a higher Appraised Value than that reflected in the most recent Appraisals delivered pursuant to this Section 4.13, the Company shall (i) make copies of these Appraisals available on a private, restricted website to which noteholders, prospective investors, broker-dealers and securities analysts are given access, and (ii) make a summary of the aggregate appraised value set forth therein publicly available (unless, in the case of this clause (ii), the Company determines in its sole discretion that such information is not material with respect to the business and operations of the Parent and its subsidiaries, taken as a whole, in which case the Company may, but will not be required to, make such summary publicly available). For avoidance of doubt, the Company may (but shall not be required to) deliver Appraisals to the Trustee and the Collateral Trustee on additional dates with greater frequency than is required pursuant to the provisions above5.07. (c) For the avoidance of doubt, the Appraised Value of any Additional Collateral (other than any cash or Cash Equivalents) pledged by the Company or a Guarantor that has not previously been included in an Appraisal shall be deemed to be zero until an Appraisal of such Additional Collateral has been delivered to the Trustee and the Collateral Trustee. (d) For the avoidance of doubt, the Company’s failure to deliver any Appraisal required by clause (a)(1) or (a)(2) above will be deemed to constitute an Event of Default for purposes of clause (3) under Section 6.01 hereof upon the expiration of the 60-day grace period as set forth in such Section (unless earlier cured).

Delivery of Appraisals. (a) No later than: (1) each In the case of Collateral secured pursuant to the First Lien SGR Security Agreement, within 30 days after the Closing Date (xthe “First Lien Initial Appraisal”) June 30 and upon the incurrence of each year commencing June 30, 2024 and (y) a date to be selected Indebtedness secured by the Company from time to time between July 1 and December 31 of each year, but in any event no earlier than five months after the delivery of the Appraisals same Collateral as secured pursuant to clause the First Lien SGR Security Agreement other than the Initial Term Loans and the Delayed Draw Term Loans (xeach, a “First Lien Additional Appraisal”); (2) for such yearIn the case of Collateral secured pursuant to the Second Lien SGR Security Agreement, prior to May 31, 2020 (the “Second Lien Second Appraisal”) and upon the incurrence of Indebtedness secured by the same Collateral as secured pursuant to the First Lien SGR Security Agreement other than the Initial Term Loans, the Delayed Draw Term Loans, and any term or revolving loans incurred under the First Lien LHR Agreement and any replacement or refinancing thereto (each, a “Second Lien Additional Appraisal”); and (23) Within the 45 day period following a request by the Trustee or the Collateral Trustee Administrative Agent if an Event of Default has occurred and is continuing, the Company shall Borrower will deliver to the Trustee and the Collateral Trustee Administrative Agent one or more Appraisals establishing the Appraised Value of the Collateral (other than with respect to any cash or Cash Equivalents). (b) Within 10 business days after any Appraisal is delivered to the Trustee and Collateral Trustee pursuant to this Section 4.13, the Company shall (i) make copies of these Appraisals available on a private, restricted website to which noteholders, prospective investors, broker-dealers and securities analysts are given access, and (ii) make a summary of the aggregate appraised value set forth therein publicly available (unless, Equivalents in the case of this clause (ii), the Company determines in its sole discretion that such information is not material with respect to the business and operations of the Parent and its subsidiaries, taken as a whole, in which case the Company may, but will not be required to, make such summary publicly availableCollateral). For avoidance of doubt, the Company may (but shall not be required to) deliver Appraisals to the Trustee and the Collateral Trustee on additional dates with greater frequency than is required pursuant to the provisions above. (c) For the avoidance of doubt, the Appraised Value of any Qualified Replacement Assets or Additional Collateral (other than any cash or Cash Equivalents) pledged by the Company Borrower or a Guarantor another Grantor that has not previously been included in an Appraisal shall be deemed to be zero until an Appraisal of such Qualified Replacement Assets or Additional Collateral has been delivered to the Trustee Administrative Agent. Subject to the next succeeding sentence, the Borrower shall deliver the Appraisals described above to the Administrative Agent and the Collateral Trustee. (d) For Administrative Agent shall make such Appraisals available to the avoidance Lenders by posting such information on the confidential, non-public portion of doubt, Intralinks website on the Company’s failure Internet at xxxx://xxx.xxxxxxxxxx.xxx. Information required to deliver any Appraisal required be delivered pursuant to this Section 5.06 by clause (a)(1) or (a)(2) above will the Borrower shall be delivered pursuant to Section 10.01 and shall be deemed to constitute an Event of Default for purposes of clause (3) under Section 6.01 hereof upon the expiration of the 60contain material non-day grace period as set forth in such Section (unless earlier cured)public information.