Common use of Eligible Aircraft Clause in Contracts

Eligible Aircraft. (a) Full legal and beneficial ownership of each Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate is held by Borrowers or Evergreen Equity and is free and clear of all Liens (other than Permitted Liens). (b) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate submitted to Agent, as of the date of such Borrowing Base Certificate, (i) is registered with the FAA in the name of a Borrower or Evergreen Equity as owner free and clear of all Liens of record with the FAA (except those in favor of the Agent), (ii) is in good operating condition, free from material defects and is maintained in accordance with the FARs and other applicable laws and has a valid and current airworthiness certificate and other relevant licenses and registrations, (iii) has all applicable serviceability tags applicable thereto and all related applicable back-to-birth records and other documents required by the FARs, (iv) is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Aircraft, and (v) is accurately described in such Borrowing Base Certificate (including by manufacturer's serial number and registration number) and its Engines are accurately described in such Borrowing Base Certificate (including by manufacturer's serial number). (c) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is in the possession and control of a Borrower, Evergreen Equity, or a Person providing Eligible Maintenance. (d) Each Eligible Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is covered by Warranties applicable thereto that are at least as extensive as the warranties and other product assurance documents that are maintained by similarly situated businesses in accordance with industry practice (including for Aircraft purchased on an as-is basis to the extent applicable), and such Warranties are transferable at least to the extent that similar warranties are transferable in accordance with industry practice. (e) Each of each Borrower and Evergreen Equity possess all necessary certificates, permits, rights, authorizations and concessions and consents which are material to the repair, refurbishment or overhaul of any of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent or any other Aircraft that is Collateral (to the extent such Borrower or Evergreen Equity performs any of such actions) or to the maintenance, use, operation, or sale of any such Aircraft. (f) Each Borrower and Evergreen Equity use, store, maintain, overhaul, repair and refurbish (or causes a duly authorized FAA repair station or other duly authorized FAA overhaul vendor to maintain, overhaul, repair and refurbish) all of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent and all other Aircraft that is Collateral and maintains books and records with respect thereto in compliance with the requirements of the FARs and other applicable law (including the provision of FAA serviceability tags and back to birth records where applicable), except for such requirements of applicable law the validity or applicability of which are being protested by a Borrower or Evergreen Equity so long as (i) such protest is instituted promptly and prosecuted diligently by such Borrower or Evergreen Equity in good faith, (ii) there is no material risk of any sale, forfeiture, or loss of any such Aircraft or diminution in value of any such Aircraft as a result of such contest, (iii) there is no risk of any criminal liability, or any material civil liability, for such Borrower or Evergreen Equity, Agent, or any of the Lenders as a result of such contest, (iv) Agent is satisfied that while such contest is pending, there is no impairment of the enforceability, validity, or priority of any of the Agent's Liens on such Aircraft, and (v) there is no material risk of any adverse effect on the ownership interest of such Borrower or Evergreen Equity (as the case may be) in such Aircraft. (g) Except as disclosed in a written notice from Borrowers to Agent, (i) no Aircraft that is identified by Borrowers as an Eligible Aircraft (including any related Engine) in the most recent Borrowing Base Certificate since the date of such Borrowing Base Certificate has suffered, or become the subject of, any damage or defect the cost of repair of which is more than $2,500,000 and (ii) there are no events, conditions or circumstances that have occurred or exist that could reasonably be expected to cause the Net Orderly Liquidation Value of such Aircraft to be less than the amount set forth in the most recent Borrowing Base Certificate provided to Agent. (h) All information concerning each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate provided to any appraiser at Agent's request is true and correct in all material respects at the time so provided and no information material to the value of any Eligible Aircraft (including incident reports with respect to such Eligible Aircraft) was not included in the information provided to such appraiser.

Eligible Aircraft. (a) Full legal and beneficial ownership of each Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate submitted pursuant to the DIP Revolving Credit Agreement is held by Borrowers Borrower, Evergreen or Evergreen Equity and is free and clear of all Liens (other than Permitted Liens). (ba) Each Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate submitted pursuant to Agentthe DIP Revolving Credit Agreement, as of the date of such Borrowing Base Certificate, (i) is registered with the FAA in the name of a Borrower Borrower, Evergreen or Evergreen Equity as owner free and clear of all Liens of record with the FAA (except those in favor of the Prepetition Revolving Agent, Senior Note Collateral Agent, DIP Revolving Agent or Agent), (ii) is in good operating condition, free from material defects and is maintained in accordance with the FARs and other applicable laws and has a valid and current airworthiness certificate and other relevant licenses and registrations, (iii) has all applicable serviceability tags applicable thereto and all related applicable back-to-birth records and other documents required by the FARs, (iv) is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Aircraft, and (v) is accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number and registration number) and its Engines are accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number). (cb) Each Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement is in the possession and control of a Borrower, Evergreen Equity, or a Person providing Eligible Maintenance. (dc) Each Eligible Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement is covered by Warranties applicable thereto that are at least as extensive as the warranties and other product assurance documents that are maintained by similarly situated businesses in accordance with industry practice (including for Aircraft purchased on an as-is as­is basis to the extent applicable), and such Warranties are transferable at least to the extent that similar warranties are transferable in accordance with industry practice. (ed) Each of each Borrower the Borrower, Evergreen and Evergreen Equity possess all necessary certificates, permits, rights, authorizations and concessions and consents which are material to the repair, refurbishment or overhaul of any of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to the DIP Revolving Agent or any other Aircraft that is Collateral (to the extent such Borrower or Evergreen Equity performs any of such actions) or to the maintenance, use, operation, or sale of any such Aircraft. (fe) Each Borrower of Borrower, Evergreen and Evergreen Equity use, store, maintain, overhaul, repair and refurbish (or causes a duly authorized FAA repair station or other duly authorized FAA overhaul vendor to maintain, overhaul, repair and refurbish) all of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to Agent the DIP Revolving Credit Agreement and all other Aircraft that is Collateral and maintains books and records with respect thereto in compliance with the requirements of the FARs and other applicable law (including the provision of FAA serviceability tags and back to birth records where applicable), except for such requirements of applicable law the validity or applicability of which are being protested by a Borrower Borrower, Evergreen or Evergreen Equity so long as (i) such protest is instituted promptly and prosecuted diligently by such Borrower Borrower, Evergreen or Evergreen Equity in good faith, (ii) there is no material risk of any sale, forfeiture, or loss of any such Aircraft or diminution in value of any such Aircraft as a result of such contest, (iii) there is no risk of any criminal liability, or any material civil liability, for such Borrower or Evergreen Equity, Agent, or any of the Lenders as a result of such contest, (iv) the Agent is and Required Lenders are satisfied that while such contest is pending, there is no impairment of the enforceability, validity, or priority of any of the Agent's ’s Liens on such Aircraft, and (v) there is no material risk of any adverse effect on the ownership interest of such Borrower or Evergreen Equity (as the case may be) in such Aircraft. (gf) Except as disclosed in a written notice from Borrowers Borrower to Agent, (i) no Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft (including any related Engine) in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement since the date of such Borrowing Base Certificate has suffered, or become the subject of, any damage or defect the cost of repair of which is more than $2,500,000 and (ii) there are no events, conditions or circumstances that have occurred or exist that could reasonably be expected to cause the Net Orderly Liquidation Value of such Aircraft to be less than the amount set forth in the most recent Borrowing Base Certificate provided to the DIP Revolving Agent. (hg) All information concerning each Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement provided to any appraiser at Agent's the request of the Required Lenders is true and correct in all material respects at the time so provided and no information material to the value of any Eligible Aircraft (including incident reports with respect to such Eligible Aircraft) was not included in the information provided to such appraiser.

Eligible Aircraft. (a) Full legal and beneficial ownership of each Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate submitted pursuant to the DIP Revolving Credit Agreement is held by Borrowers Borrower, Evergreen or Evergreen Equity and is free and clear of all Liens (other than Permitted Liens). (ba) Each Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate submitted pursuant to Agentthe DIP Revolving Credit Agreement, as of the date of such Borrowing Base Certificate, (i) is registered with the FAA in the name of a Borrower Borrower, Evergreen or Evergreen Equity as owner free and clear of all Liens of record with the FAA (except those in favor of the Prepetition Revolving Agent, Senior Note Collateral Agent, DIP Revolving Agent or Agent), (ii) is in good operating condition, free from material defects and is maintained in accordance with the FARs and other applicable laws and has a valid and current airworthiness certificate and other relevant licenses and registrations, (iii) has all applicable serviceability tags applicable thereto and all related applicable back-to-birth records and other documents required by the FARs, (iv) is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Aircraft, and (v) is accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number and registration number) and its Engines are accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number). (cb) Each Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement is in the possession and control of a Borrower, Evergreen Equity, or a Person providing Eligible Maintenance. (dc) Each Eligible Aircraft that is identified by Borrowers Borrower as an Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to the DIP Revolving Credit Agreement is covered by Warranties applicable thereto that are at least as extensive as the warranties and other product assurance documents that are maintained by similarly situated businesses in accordance with industry practice (including for Aircraft purchased on an as-is as•is basis to the extent applicable), and such Warranties are transferable at least to the extent that similar warranties are transferable in accordance with industry practice. (ed) Each of each Borrower the Borrower, Evergreen and Evergreen Equity possess all necessary certificates, permits, rights, authorizations and concessions and consents which are material to the repair, refurbishment or overhaul of any of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to the DIP Revolving Agent or any other Aircraft that is Collateral (to the extent such Borrower or Evergreen Equity performs any of such actions) or to the maintenance, use, operation, or sale of any such Aircraft. (fe) Each Borrower of Borrower, Evergreen and Evergreen Equity use, store, maintain, overhaul, repair and refurbish (or causes a duly authorized FAA repair station or other duly authorized FAA overhaul vendor to maintain, overhaul, repair and refurbish) all of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered pursuant to Agent the DIP Revolving Credit Agreement and all other Aircraft that is Collateral and maintains books and records with respect thereto in compliance with the requirements of the FARs and other applicable law (including the provision of FAA serviceability tags and back to birth records where applicable), except for such requirements of applicable law the validity or applicability of which are being protested by a Borrower Borrower, Evergreen or Evergreen Equity so long as (i) such protest is instituted promptly and prosecuted diligently by such Borrower Borrower, Evergreen or Evergreen Equity in good faith, (ii) there is no material risk of any sale, forfeiture, or loss of any such Aircraft or diminution in value of any such Aircraft as a result of such contest, (iii) there is no risk of any criminal liability, or any material civil liability, for such Borrower or Evergreen Equity, Agent, or any of the Lenders as a result of such contest, (iv) Agent is satisfied that while such contest is pending, there is no impairment of the enforceability, validity, or priority of any of the Agent's Liens on such Aircraft, and (v) there is no material risk of any adverse effect on the ownership interest of such Borrower or Evergreen Equity (as the case may be) in such Aircraft. (g) Except as disclosed in a written notice from Borrowers to Agent, (i) no Aircraft that is identified by Borrowers as an Eligible Aircraft (including any related Engine) in the most recent Borrowing Base Certificate since the date of such Borrowing Base Certificate has suffered, or become the subject of, any damage or defect the cost of repair of which is more than $2,500,000 and (ii) there are no events, conditions or circumstances that have occurred or exist that could reasonably be expected to cause the Net Orderly Liquidation Value of such Aircraft to be less than the amount set forth in the most recent Borrowing Base Certificate provided to Agent. (h) All information concerning each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate provided to any appraiser at Agent's request is true and correct in all material respects at the time so provided and no information material to the value of any Eligible Aircraft (including incident reports with respect to such Eligible Aircraft) was not included in the information provided to such appraiser.,

Eligible Aircraft. (a) Full legal and beneficial ownership of each Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate is held by Borrowers or Evergreen Equity and is free and clear of all Liens (other than Permitted Liens). (b) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate submitted to Agent, as of the date of such Borrowing Base Certificate, (i) is registered with the FAA in the name of a Borrower or Evergreen Equity as owner free and clear of all Liens of record with the FAA (except those in favor of the Agent), (ii) is in good operating condition, free from material defects and is maintained in accordance with the FARs and other applicable laws and has a valid and current airworthiness certificate and other relevant licenses and registrations, (iii) has all applicable serviceability tags applicable thereto and all related applicable back-to-birth records and other documents required by the FARs, (iv) is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Aircraft, and (v) is accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number and registration number) and its Engines are accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number). (c) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is in the possession and control of a Borrower, Evergreen Equity, or a Person providing Eligible Maintenance. (d) Each Eligible Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is covered by Warranties applicable thereto that are at least as extensive as the warranties and other product assurance documents that are maintained by similarly situated businesses in accordance with industry practice (including for Aircraft purchased on an as-is basis to the extent applicable), and such Warranties are transferable at least to the extent that similar warranties are transferable in accordance with industry practice. (e) Each of each Borrower and Evergreen Equity possess all necessary certificates, permits, rights, authorizations and concessions and consents which are material to the repair, refurbishment or overhaul of any of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent or any other Aircraft that is Collateral (to the extent such Borrower or Evergreen Equity performs any of such actions) or to the maintenance, use, operation, or sale of any such Aircraft. (f) Each Borrower and Evergreen Equity use, store, maintain, overhaul, repair and refurbish (or causes a duly authorized FAA repair station or other duly authorized FAA overhaul vendor to maintain, overhaul, repair and refurbish) all of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent and all other Aircraft that is Collateral and maintains books and records with respect thereto in compliance with the requirements of the FARs and other applicable law (including the provision of FAA serviceability tags and back to birth records where applicable), except for such requirements of applicable law the validity or applicability of which are being protested by a Borrower or Evergreen Equity so long as (i) such protest is instituted promptly and prosecuted diligently by such Borrower or Evergreen Equity in good faith, (ii) there is no material risk of any sale, forfeiture, or loss of any such Aircraft or diminution in value of any such Aircraft as a result of such contest, (iii) there is no risk of any criminal liability, or any material civil liability, for such Borrower or Evergreen Equity, Agent, or any of the Lenders as a result of such contest, (iv) Agent is satisfied that while such contest is pending, there is no impairment of the enforceability, validity, or priority of any of the Agent's ’s Liens on such Aircraft, and (v) there is no material risk of any adverse effect on the ownership interest of such Borrower or Evergreen Equity (as the case may be) in such Aircraft. (g) Except as disclosed in a written notice from Borrowers to Agent, (i) no Aircraft that is identified by Borrowers as an Eligible Aircraft (including any related Engine) in the most recent Borrowing Base Certificate since the date of such Borrowing Base Certificate has suffered, or become the subject of, any damage or defect the cost of repair of which is more than $2,500,000 and (ii) there are no events, conditions or circumstances that have occurred or exist that could reasonably be expected to cause the Net Orderly Liquidation Value of such Aircraft to be less than the amount set forth in the most recent Borrowing Base Certificate provided to Agent. (h) All information concerning each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate provided to any appraiser at Agent's ’s request is true and correct in all material respects at the time so provided and no information material to the value of any Eligible Aircraft (including incident reports with respect to such Eligible Aircraft) was not included in the information provided to such appraiser.

Eligible Aircraft. (a) Full legal and beneficial ownership of each Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate is held by Borrowers or Evergreen Equity and is free and clear of all Liens (other than Permitted Liens). (b) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate submitted to Agent, as of the date of such Borrowing Base Certificate, (i) is registered with the FAA in the name of a Borrower or Evergreen Equity as owner free and clear of all Liens of record with the FAA (except those in favor of the Agent), (ii) is in good operating condition, free from material defects and is maintained in accordance with the FARs and other applicable laws and has a valid and current airworthiness certificate and other relevant licenses and registrations, (iii) has all applicable serviceability tags applicable thereto and all related applicable back-to-birth records and other documents required by the FARs, (iv) is not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Aircraft, and (v) is accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number and registration number) and its Engines are accurately described in such Borrowing Base Certificate (including by manufacturer's ’s serial number). (c) Each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is in the possession and control of a Borrower, Evergreen Equity, Borrower or a Person providing Eligible Maintenance. (d) Each Eligible Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate is covered by Warranties applicable thereto that are at least as extensive as the warranties and other product assurance documents that are maintained by similarly situated businesses in accordance with industry practice (including for Aircraft purchased on an as-is basis to the extent applicable), and such Warranties are transferable at least to the extent that similar warranties are transferable in accordance with industry practice. (e) Each of each Borrower and Evergreen Equity possess possesses all necessary certificates, permits, rights, authorizations and concessions and consents which are material to the repair, refurbishment or overhaul of any of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent or any other Aircraft that is Collateral (to the extent such Borrower or Evergreen Equity performs any of such actions) or to the maintenance, use, operation, or sale of any such Aircraft. (f) Each Borrower uses, stores, maintains, overhauls, repairs and Evergreen Equity use, store, maintain, overhaul, repair and refurbish refurbishes (or causes a duly authorized FAA repair station or other duly authorized FAA overhaul vendor to maintain, overhaul, repair and refurbish) all of the Aircraft identified as Eligible Aircraft in the most recent Borrowing Base Certificate delivered to Agent and all other Aircraft that is Collateral and maintains books and records with respect thereto in compliance with the requirements of the FARs and other applicable law (including the provision of FAA serviceability tags and back to birth records where applicable), except for such requirements of applicable law the validity or applicability of which are being protested by a Borrower or Evergreen Equity so long as (i) such protest is instituted promptly and prosecuted diligently by such Borrower or Evergreen Equity in good faith, (ii) there is no material risk of any sale, forfeiture, or loss of any such Aircraft or diminution in value of any such Aircraft as a result of such contest, (iii) there is no risk of any criminal liability, or any material civil liability, for such Borrower or Evergreen EquityBorrower, Agent, or any of the Lenders as a result of such contest, (iv) Agent is satisfied that while such contest is pending, there is no impairment of the enforceability, validity, or priority of any of the Agent's ’s Liens on such Aircraft, and (v) there is no material risk of any adverse effect on the ownership interest of such Borrower or Evergreen Equity (as the case may be) in such Aircraft. (g) Except as disclosed in a written notice from Borrowers to Agent, (i) no Aircraft that is identified by Borrowers as an Eligible Aircraft (including any related Engine) in the most recent Borrowing Base Certificate since the date of such Borrowing Base Certificate has suffered, or become the subject of, any damage or defect the cost of repair of which is more than $2,500,000 and (ii) there are no events, conditions or circumstances that have occurred or exist that could reasonably be expected to cause the Net Orderly Liquidation Value of such Aircraft to be less than the amount set forth in the most recent Borrowing Base Certificate provided to Agent. (h) All information concerning each Aircraft that is identified by Borrowers as an Eligible Aircraft in the most recent Borrowing Base Certificate provided to any appraiser at Agent's ’s request is true and correct in all material respects at the time so provided and no information material to the value of any Eligible Aircraft (including incident reports with respect to such Eligible Aircraft) was not included in the information provided to such appraiser.