Common use of General Tax Indemnity — Reports Clause in Contracts

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b), Sublessee shall timely file the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Sublessor or Sublessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to file in its own name). Sublessee shall either file such report, return or statement so as to show the ownership of the Aircraft in the Owner Trustee or the Owner Participant where appropriate and send a copy of such report, return or statement to Sublessor, the Tax Indemnitee and Owner Trustee or, where Sublessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Sublessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Sublessor in a manner satisfactory to such Tax Indemnitee and Sublessor within a reasonable time prior to the time such report, return or statement is to be filed. Sublessee shall hold Sublessor and the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Sublessee on behalf of Sublessor or any other Tax Indemnitee. Sublessee will provide at Sublessee’s expense to Sublessor and the Tax Indemnitee such information maintained in the regular course of Sublessee’s business as Sublessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Sublessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Sublessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Sublessee hereunder, Sublessee will promptly forward a copy of such notice to Sublessor and the Tax Indemnitee. Sublessee shall also provide or cause to be provided to Sublessor, upon request and at Sublessee’s expense, all documents, records and other information that Sublessor is required to provide any Tax Indemnitee under Section 7(b) of the Participation Agreement.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b), Sublessee Lessee shall timely file the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Sublessor Lessor or Sublessee Lessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to file in its own name). Sublessee Lessee shall either file such report, return or statement so as to show the ownership of the Aircraft Engine in the Owner Trustee or the Owner Participant where appropriate and send a copy of such report, return or statement to SublessorLessor, the Tax Indemnitee and the Owner Trustee or, where Sublessee Lessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Sublessor Lessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Sublessor Lessor in a manner satisfactory to such Tax Indemnitee and Sublessor Lessor within a reasonable time prior to the time such report, return or statement is to be filed. Sublessee Lessee shall hold Sublessor Lessor and the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Sublessee Lessee on behalf of Sublessor Lessor or any other Tax Indemnitee. Sublessee Lessee will provide at SublesseeLessee’s expense to Sublessor Lessor and the Tax Indemnitee such information maintained in the regular course of Sublessee’s business as Sublessor Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Sublessor Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Sublessee Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Sublessee Lessee hereunder, Sublessee Lessee will promptly forward a copy of such notice to Sublessor Lessor and the Tax Indemnitee. Sublessee Lessee shall also provide or cause to be provided to SublessorLessor, upon request and at SublesseeLessee’s expense, all documents, records and other information that Sublessor Lessor is required to provide any Tax Indemnitee under Section 7(b) of the Participation Agreementany applicable agreements between Lessor and such Tax Indemnitee.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b7(b), Sublessee Lessee shall timely file the same at its sole expense (except for any such report, return or statement which a the Tax Indemnitee has notified Sublessor or Sublessee Lessee that such the Tax Indemnitee intends to file or which such the Tax Indemnitee is required by law to file in its own name). Sublessee Lessee shall have no obligation under the preceding sentence if such Tax Indemnitee, after receipt of Lessee's written request, shall have failed to furnish Lessee with such information in a timely fashion as is in such Tax Indemnitee's control and is not otherwise reasonably available to Lessee and is necessary to file such returns. Lessee shall either file such report, return or statement so as to show the ownership of the Aircraft in the Owner Trustee or the Owner Participant where appropriate and send a copy of such report, return or statement to Sublessor, the Tax Indemnitee and Owner Trustee or, where Sublessee Lessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Sublessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Sublessor in a manner satisfactory to such Tax Indemnitee and Sublessor within a reasonable time prior to the time such report, return or statement is to be filed. Sublessee Lessee shall hold Sublessor and provide to the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines Owner Participant upon request (or additions shall cause to Tax caused by be provided to the inaccuracy of any report, return or statement prepared and filed by Sublessee on behalf of Sublessor or any other Tax Indemnitee. Sublessee will provide at Sublessee’s expense to Sublessor and the Tax Indemnitee Owner Participant upon request) such information maintained in the regular course of Sublessee’s Lessee's business and shall make available for inspection and copying by the Owner Participant, at Lessee's expense, such records as Sublessor Lessee retains in the regular course of its business, or any Tax Indemnitee may reasonably request in writing that is required under applicable law to retain, as shall be reasonably necessary for the Owner Participant to enable Sublessor prepare or such Tax Indemnitee support any required Federal, state, local or foreign tax returns or other filings, or to comply with their tax filings, audit and or litigation requirements. If Sublessee receives written notice from a Taxing Authority The Owner Participant shall provide to Lessee upon request (or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Sublessee hereunder, Sublessee will promptly forward a copy of such notice to Sublessor and the Tax Indemnitee. Sublessee shall also provide or cause to be provided to SublessorLessee on request) such information related to the Overall Transaction maintained in the regular course of the Owner Participant's business, upon request and shall make available (or shall cause to be made available) for inspection and copying by Lessee, at Sublessee’s the Owner Participant's expense, all documentssuch records related to the Overall Transaction as the Owner Participant or the Owner Trustee retain in the regular course of their business or are required by law to retain, records and as shall be necessary for Lessee to prepare or support any required Federal, state, local or foreign returns or other information that Sublessor is required filings or to provide any Tax Indemnitee under Section 7(b) of the Participation Agreementcomply with audit or litigation requirements.

General Tax Indemnity — Reports. If Lessee will provide -------------------------------- such information as may be reasonably requested by a Tax Indemnitee or required to enable a [First Amended and Restated Participation Agreement (1989 I)] Tax Indemnitee to fulfill its tax filing and audit requirements with respect to the transactions contemplated by the Operative Documents. In the event any reportreturn, return statement or statement report is required to be made or filed with respect to any Tax which is subject to indemnification imposed on or indemnified against by Lessee under this Section 29(b7(b) (other than with respect to Income Taxes), Sublessee Lessee shall timely file notify the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Sublessor of such requirement and (i) to the extent permitted by law or Sublessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to law, Lessee shall make and file in its own name). Sublessee shall either file , and pay the tax shown due on such reportreturn, return statement or statement so report in such manner as to will show the ownership of the Aircraft in the Owner Trustee or and furnish the Owner Participant where appropriate and send Tax Indemnitee with a copy of such return, statement or report; provided, return or statement however, that Lessee shall have no obligation under this clause (i) to Sublessor, the extent such Tax Indemnitee after receipt of Lessee's written request shall have failed to furnish Lessee with such information as is peculiarly within such Tax Indemnitee's control and Owner Trustee or, where Sublessee is not so permitted necessary to file such reportreturns, return statements or statementreports, it (ii) in the case of a return, statement or report required to be in the name of or filed by such Tax Indemnitee, Lessee shall notify the prepare and furnish such return, statement or report for filing by such Tax Indemnitee and Sublessor of in such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Sublessor in a manner as shall be reasonably satisfactory to such Tax Indemnitee and Sublessor within a reasonable time send the same to such Tax Indemnitee for filing no later than 20 Business Days prior to the time due date; provided, however, that Lessee shall have no obligation under this clause (ii) to the extent such Tax Indemnitee after receipt of Lessee's written request specifying that information is required to be provided pursuant to Section 7(b)(v) of this Agreement, shall have failed to furnish Lessee with such information as is peculiarly within such Tax Indemnitee's control and is necessary to prepare such return, statement or report, return and (iii) in the case of a return, statement or statement report required to reflect items in addition to Taxes imposed on or indemnified against by the Lessee under this Section 7(b), Lessee shall, upon the written request of such Tax Indemnitee, provide such Tax Indemnitee with such information as is to be filedwithin Lessee's reasonable control. Sublessee Lessee shall hold Sublessor and the each Tax Indemnitee harmless on an After-Tax Basis from and against any liabilities, including, but not limited to penalties, additions to tax, fines and interest, fines or additions to Tax caused by the inaccuracy arising out of any reportinsufficiency or inaccuracy in any such return, return statement, report or statement prepared and filed by Sublessee on behalf of Sublessor information if such insufficiency or any other Tax Indemnitee. Sublessee will provide at Sublessee’s expense inaccuracy is attributable to Sublessor and the Tax Indemnitee such information maintained in the regular course of Sublessee’s business as Sublessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Sublessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Sublessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Sublessee hereunder, Sublessee will promptly forward a copy of such notice to Sublessor and the Tax Indemnitee. Sublessee shall also provide or cause to be provided to Sublessor, upon request and at Sublessee’s expense, all documents, records and other information that Sublessor is required to provide any Tax Indemnitee under Section 7(b) of the Participation AgreementLessee.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification obligations of the Lessee under or arising out of this Section 29(b13(b), Sublessee the Lessee shall timely notify the Indemnitee and timely file the same at its sole expense (same, except for any such report, return or statement which a Tax such Indemnitee has notified Sublessor or Sublessee the Lessee that such Tax Indemnitee it intends to file or which such Tax Indemnitee is required by law to file in its own name)file. Sublessee The Lessee shall either file such report, return or statement so as to show the ownership of the Aircraft in the Owner Trustee undivided Interest or the Owner Participant where appropriate Real Property Interest, as the case maybe, in , the owner Trustee and send a copy of such report, return or statement to Sublessor, the Tax Indemnitee and Owner Trustee and such Indemnitee or, where Sublessee is not so permitted to file such reportpermitted, return or statement, it shall notify the Tax Owner Trustee and such Indemnitee and Sublessor of such requirement and prepare and deliver such report, return or statement to the Tax Owner Trustee and such Indemnitee and Sublessor in a manner satisfactory to the Owner Trustee and such Tax Indemnitee and Sublessor within a reasonable time prior to the time such report, return or statement is to be filed. Sublessee filed or, where such return, statement or report shall be required to reflect items in addition to any obligations of the Lessee under or arising out of this Section 13(b), provide the Owner Trustee and such Indemnitee with information sufficient to permit such return, statement or report properly to be made with respect to any obligations of the Lessee under or arising out of this Section 13(b) (and the Lessee shall hold Sublessor and the Tax each Indemnitee harmless on an After-Tax Basis from and against any liabilities, obligations, losses, damages, penalties, interestclaims, fines or additions to Tax caused by the inaccuracy actions, suits and reasonable costs arising out of any reportinsufficiency or inaccuracy in any such return, return statement, report or statement prepared and filed by Sublessee on behalf information). The Lessee shall not have any right to examine the tax returns of Sublessor or any other Tax Indemnitee. Sublessee will provide at Sublessee’s expense to Sublessor and the Tax Indemnitee such information maintained in the regular course of Sublessee’s business as Sublessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Sublessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Sublessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Sublessee hereunder, Sublessee will promptly forward a copy of such notice to Sublessor and the Tax Indemnitee. Sublessee shall also provide or cause to be provided to Sublessor, upon request and at Sublessee’s expense, all documents, records and other information that Sublessor is required to provide any Tax Indemnitee under Section 7(b) of the Participation Agreement.6091.100.2898.27:1