Common use of Deposits to Accounts Clause in Contracts

Deposits to Accounts. The Borrower will, or will cause the applicable Service Provider to, (x) direct all Obligors related to Leases of Funded Aircraft to remit all Collections and all payments in respect of Security Deposits with respect to such Aircraft (but not payments in respect of Maintenance Reserves with respect to any Aircraft) to the Collection Account or a Non-Trustee Account and (y) direct all Non-Trustee Account Banks, if any, to transfer all available funds (other than a nominal amount consented to by the Administrative Agent) in each Non-Trustee Account to the Collection Account at such times and in such a manner as shall be satisfactory to the Administrative Agent. Further, and without limiting the immediately preceding sentence, the Borrower will, or will cause the applicable Service Provider to: (i) on or prior to each related Advance Date (A) with respect to a Category 2 Aircraft or a Category 3 Aircraft, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft, and (B) with respect to a Category 1 Aircraft, and only if the Borrower shall elect to do so in its sole discretion, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft; (ii) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of receipt of any Security Deposit with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account, deposit all such Security Deposits to the Security Deposit Account; (iii) direct all Obligors related to Leases of Aircraft with respect to which an Advance has occurred hereunder to remit any payments in respect of Maintenance Reserves with respect to such Aircraft to the Maintenance Reserve Account; and (iv) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of the receipt of any Maintenance Reserves with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account (and the Borrower’s or the Servicer’s determination that such funds constitute Maintenance Reserves), deposit all such Maintenance Reserves to the Maintenance Reserve Account. If the Borrower or any Service Provider shall receive any funds constituting Collections (other than Security Deposits and Maintenance Reserves) directly, it shall promptly (and, in any event, on the Business Day of the Borrower’s or the Servicer’s receipt of such funds) deposit the same to the Collection Account. Neither the Borrower nor any Service Provider will deposit or otherwise credit, or cause to be so deposited or credited: (A) to the Collection Account, cash or cash proceeds other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, cash or cash proceeds other than Security Deposits relating to the Aircraft (or the related payment amount in respect of Category 1, Category 2 or Category 3 Aircraft described in subsection (c)(i) of this Section; and (C) to the Maintenance Reserve Account, cash or cash proceeds other than Maintenance Reserves. The Borrower and the Service Providers will use commercially reasonable efforts to direct the Collateral Agent to withdraw and transfer to an appropriate account any cash or cash proceeds deposited or otherwise credited: (A) to the Collection Account, other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, other than Security Deposits relating to the Aircraft; and (C) to the Maintenance Reserve Account, other than Maintenance Reserves.

Deposits to Accounts. The Borrower will, or will cause the applicable Service Provider to, (x) direct all Obligors related to Leases of Funded Aircraft to remit all Collections and all payments in respect of Security Deposits with respect to such Aircraft to the Collection Account or a Non-Trustee Account, and (but not y) direct all Obligors related to Leases of Funded Aircraft to remit all payments in respect of Maintenance Reserves with respect to any Aircraft) such Aircraft to the Collection Maintenance Reserve Account or a Non-Trustee Account and (yz) direct all Non-Trustee Account Banks, if any, to transfer all available funds (other than a nominal amount consented to by the Administrative Agent) in each Non-Trustee Account (1) in the case of all such funds representing payments in respect of Maintenance Reserves, the Maintenance Reserve Account and (2) in the case of all other available funds, to the Collection Account Account, in each case, at such times and in such a manner as shall be satisfactory to the Administrative Agent. Further, and without limiting the immediately preceding sentence, the Borrower will, or will cause the applicable Service Provider to: (i) on or prior to each related Advance Date (A) with respect to a Category 2 Aircraft or a Category 3 Widebody Aircraft, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft, and (B) with respect to a Category 1 Narrowbody Aircraft, and only if such Aircraft is subject to an SD Reserve Lease as of such Advance Date or if the Borrower shall elect to do so in its sole discretion, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft; (ii) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of receipt of any Security Deposit with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account, deposit all such Security Deposits to the Security Deposit Account; (iii) direct all Obligors related to Leases of Aircraft with respect to which an Advance has occurred hereunder to remit any payments in respect of Maintenance Reserves with respect to such Aircraft to the Maintenance Reserve Account; and (iviii) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of the receipt of any Maintenance Reserves with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account (and the Borrower’s or the Servicer’s determination that such funds constitute Maintenance Reserves), deposit all such Maintenance Reserves to the Maintenance Reserve Account. If the Borrower or any Service Provider shall receive any funds constituting Collections (other than Security Deposits and Maintenance Reserves) directly, it shall promptly (and, in any event, on the Business Day of the Borrower’s or the Servicer’s receipt of such funds) deposit the same to the Collection Account. Seventh Amended and Restated Credit Agreement 94 Neither the Borrower nor any Service Provider will deposit or otherwise credit, or cause to be so deposited or credited: (A) to the Collection Account, cash or cash proceeds other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, cash or cash proceeds other than Security Deposits relating to the Aircraft (or the related payment amount in respect of Category 1, Category 2 or Category 3 Aircraft described in subsection (c)(i) of this Section); and (C) to the Maintenance Reserve Account, cash or cash proceeds other than Maintenance Reserves. The Borrower and the Service Providers will use commercially reasonable efforts to direct the Collateral Agent to withdraw and transfer to an appropriate account any cash or cash proceeds deposited or otherwise credited: (A) to the Collection Account, other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, other than Security Deposits relating to the Aircraft; and (C) to the Maintenance Reserve Account, other than Maintenance Reserves.

Deposits to Accounts. The Borrower will, or will cause the applicable Service Provider to, (x) direct all Obligors related to Leases of Funded Aircraft to remit all Collections and all payments in respect of Security Deposits with respect to such Aircraft to the Collection Account or a Non-Trustee Account, and (but not y) direct all Obligors related to Leases of Funded Aircraft to remit all payments in respect of Maintenance Reserves with respect to any Aircraft) such Aircraft to the Collection Maintenance Reserve Account or a Non-Trustee Account and (yz) direct all Non-Trustee Account Banks, if any, to transfer all available funds (other than a nominal amount consented to by the Administrative Agent) in each Non-Trustee Account (1) in the case of all such funds representing payments in respect of Maintenance Reserves, the Maintenance Reserve Account and (2) in the case of all other available funds, to the Collection Account Account, in each case, at such times and in such a manner as shall be satisfactory to the Administrative Agent. Further, and without limiting the immediately preceding sentence, the Borrower will, or will cause the applicable Service Provider to: (i) on or prior to each related Advance Date (A) with respect to a Category 2 Aircraft or a Category 3 Widebody Aircraft, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft, and (B) with respect to a Category 1 Narrowbody Aircraft, and only if the Borrower shall elect to do so in its sole discretion, transfer or otherwise deposit, into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft; (ii) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of receipt of any Security Deposit with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account, deposit all such Security Deposits to the Security Deposit Account; (iii) direct all Obligors related to Leases of Aircraft with respect to which an Advance has occurred hereunder to remit any payments in respect of Maintenance Reserves with respect to such Aircraft to the Maintenance Reserve Account; and (iviii) at any time after the Advance Date on which an Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of the receipt of any Maintenance Reserves with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account (and the Borrower’s or the Servicer’s determination that such funds constitute Maintenance Reserves), deposit all such Maintenance Reserves to the Maintenance Reserve Account. If the Borrower or any Service Provider shall receive any funds constituting Collections (other than Security Deposits and Maintenance Reserves) directly, it shall promptly (and, in any event, on the Business Day of the Borrower’s or the Servicer’s receipt of such funds) deposit the same to the Collection Account. Neither the Borrower nor any Service Provider will deposit or otherwise credit, or cause to be so deposited or credited: (A) to the Collection Account, cash or cash proceeds other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, cash or cash proceeds other than Security Deposits relating to the Aircraft (or the related payment amount in respect of Category 1, Category 2 or Category 3 Aircraft described in subsection (c)(i) of this Section; and (C) to the Maintenance Reserve Account, cash or cash proceeds other than Maintenance Reserves. The Borrower and the Service Providers will use commercially reasonable efforts to direct the Collateral Agent to withdraw and transfer to an appropriate account any cash or cash proceeds deposited or otherwise credited: (A) to the Collection Account, other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, other than Security Deposits relating to the Aircraft; and (C) to the Maintenance Reserve Account, other than Maintenance Reserves.

Deposits to Accounts. The Borrower will, or will cause the applicable Service Provider Servicer to, (x) direct all Obligors related to Leases of Funded Aircraft to remit all Collections and all payments in respect of Security Deposits with respect to such Aircraft (but not payments in respect of Maintenance Reserves with respect to any Aircraft) to the Collection Account or a Non-Trustee Account and (y) direct all Non-Trustee Account Banks, if any, to transfer all available funds (other than a nominal amount consented to by the Administrative Agent) in each Non-Trustee Account to the Collection Account at such times and in such a manner as shall be satisfactory to the Administrative AgentAccount. Further, and without limiting the immediately preceding sentence, the Borrower will, or will cause the applicable Service Provider Servicer to: (i) on or prior to each related Advance Date (A) with respect to a Category 2 Aircraft or a Category 3 each Aircraft, transfer or otherwise deposit, deposit into the Security Deposit Account, an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft, and (B) with respect to a Category 1 Aircraft, and only if the Borrower shall elect to do so in its sole discretion, transfer or otherwise deposit, into the Security Deposit Account, Account an amount equal to the outstanding balance of the amount of Security Deposit then required under the Lease applicable to such Aircraft; (ii) at any time after the Advance Date on which an a Class A Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of receipt of any Security Deposit with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account, deposit all such Security Deposits to the Security Deposit Account; (iii) direct all Obligors related to other Leases of Aircraft with respect to which an a Class A Advance has occurred hereunder to remit any payments in respect of Maintenance Reserves with respect to such Aircraft to the Maintenance Reserve Reserves Account; and (iv) at any time after the Advance Date on which an a Class A Advance is made with respect to an Aircraft, promptly, and in any event on the Business Day of the receipt of any Maintenance Reserves with respect to such Aircraft (x) directly from any Obligor or (y) in the Collection Account (and the Borrower’s or the Servicer’s determination that such funds constitute Maintenance Reserves), deposit all such Maintenance Reserves to the Maintenance Reserve Reserves Account. If the Borrower or any Service Provider the Servicer shall receive any funds constituting Collections (other than Security Deposits and Maintenance Reserves) directly, it shall promptly (and, in any event, on the Business Day of the Borrower’s or the Servicer’s receipt of such funds) deposit the same to the Collection Account. Neither the Borrower nor any Service Provider the Servicer will deposit or otherwise credit, or cause to be so deposited or credited: (A) to the Collection Account, cash or cash proceeds other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, cash or cash proceeds other than Security Deposits relating to the Aircraft (or the related payment amount in respect of Category 1, Category 2 or Category 3 Aircraft described in subsection (c)(i) of this SectionAircraft; and (C) to the Maintenance Reserve Reserves Account, cash or cash proceeds other than Maintenance Reserves. The Borrower and the Service Providers Servicer will use commercially reasonable efforts to direct the Collateral Agent to withdraw and transfer to an appropriate account any cash or cash proceeds deposited or otherwise credited: (A) to the Collection Account, other than Collections and Security Deposits relating to the Aircraft; (B) to the Security Deposit Account, other than Security Deposits relating to the Aircraft; and (C) to the Maintenance Reserve Account, other than Maintenance Reserves.