Common use of INSTALLATION OF ENGINES ON OTHER AIRFRAMES Clause in Contracts

INSTALLATION OF ENGINES ON OTHER AIRFRAMES. Provided no Event of Default has occurred and is continuing, Lessee may install an Engine removed from the Airframe on any other airframe of the same type operated by and in Lessee’s fleet of aircraft, but only if: (i) Lessee has title to such other airframe and such airframe is free and clear of all Liens (except as the same are permitted to exist pursuant to Section 17.7); or (ii) such other airframe is leased to Lessee or owned by Lessee subject to a conditional sale or other security agreement, provided that (A) such airframe is free and clear of all Liens except the rights of the parties to the lease or conditional sale or other security agreement covering such airframe and as the same are otherwise permitted to exist pursuant to Section 17.7, and (B) there shall be in effect a written recognition of rights agreement of the lessor or secured party of such airframe substantially in the form appearing in Appendix 8 or substantially similar agreement to the effect that such lessor, conditional seller or secured party will not claim any interest in the Engine by virtue of such Engine being installed on such airframe, and which agreement may be set forth in any relevant lease, conditional sale agreement, mortgage or security agreement. If any of the respective interests of Lessor or any relevant Financing Party in an Engine is materially impaired by virtue of installation on any such other airframe, Lessee shall promptly remove such Engine from such other airframe, failing which such impairment or adverse effect will be deemed an Event of Default under Section 23(k) or in the event such continued installation of such Engine on such airframe has resulted in loss of title to the Engine by Lessor, an Engine Loss; and in either case, Lessee shall comply with the requirements of Section 19.4 for as long as such Engine is installed on such other airframe and the Engine shall be removed from such other airframe for reinstallation on the Airframe upon the occurrence and continuation of an Event of Default, but in any event, not less than thirty (30) days prior to the Scheduled Termination Date.

INSTALLATION OF ENGINES ON OTHER AIRFRAMES. Provided no Event of Default has occurred and is continuing, Lessee may install an Engine removed from the Airframe on any other airframe of the same type operated by and in Lessee’s fleet of aircraft, but only if: (i) Lessee has title to such other airframe and such airframe is free and clear of all Liens (except as the same are permitted to exist pursuant to Section 17.7); ) or (ii) such other airframe is leased to Lessee or owned by Lessee subject to a conditional sale or other security agreement, provided that (A) such airframe is free and clear of all Liens except the rights of the parties to the lease or conditional sale or other security agreement covering such airframe and as the same are otherwise permitted to exist pursuant to Section 17.7, and (B) there shall be in effect a written recognition of rights agreement of the lessor or secured party of such airframe substantially in the form appearing in Appendix 8 or substantially similar agreement to the effect that such lessor, conditional seller or secured party will not claim any interest in the Engine by virtue of such Engine being installed on such airframe, and which agreement may be set forth in any relevant lease, conditional sale agreement, mortgage or security agreement. If any of the respective interests of Lessor or any relevant Financing Party in an Engine is materially impaired by virtue of installation on any such other airframe, Lessee shall promptly remove such Engine from such other airframe, failing which such impairment or adverse effect will be deemed an Event of Default under Section 23(k) or in the event such continued installation of such Engine on such airframe has resulted in loss of title to the Engine by Lessor, an Engine Loss; and in either case, Lessee shall comply with the requirements of Section 19.4 for as long as such Engine is installed on such other airframe and the Engine shall be removed from such other airframe for reinstallation on the Airframe upon the occurrence and continuation of an Event of Default, but in any event, not less than thirty (30) days prior to the Scheduled Termination Date.

INSTALLATION OF ENGINES ON OTHER AIRFRAMES. Provided So long as no Event of Default has occurred and is continuing, Lessee may install an Engine removed from on the same airframe model as the Airframe on Manufacturer Model owned, leased or hire-purchased by Lessee or any other airframe of the same type Leasing Affiliate and operated by and in Lessee’s fleet of aircraft, but only if: (i) Lessee has title to such other airframe and such airframe is free and clear of all Liens (except as the same are permitted to exist pursuant to Section 17.7); or (ii) such other airframe is leased to Lessee or owned by Lessee subject to a conditional sale or other security agreement, provided that any Leasing Affiliate if (A1) such airframe is free and clear of all Liens except Permitted Liens and the rights of the parties to the any security agreement, mortgage, lease or conditional sale or other security hire-purchase agreement covering such airframe and as the same are otherwise permitted to exist pursuant to Section 17.7airframe, and (B2) there shall be in effect a written recognition of rights agreement of the Lessee will have obtained from any security interest holder or lessor or secured party of such airframe substantially a written agreement, enforceable by Lessor against such party (which may be contained in the form appearing in Appendix 8 security agreement, mortgage, lease or substantially similar agreement hire purchase agreement, provided that Lessor is entitled to rely on and enforce the effect same), whereby such security interest holder or lessor expressly and effectively agrees that such lessor, conditional seller or secured party it will not acquire or claim any right, title or interest in the any Engine by virtue reason of such Engine being installed on such airframe, and which agreement may be set forth in airframe at any relevant lease, conditional sale agreement, mortgage or security agreement. If any of the respective interests of Lessor or any relevant Financing Party in an Engine is materially impaired by virtue of installation on any such other airframe, Lessee shall promptly remove such Engine from such other airframe, failing which such impairment or adverse effect will be deemed an Event of Default under Section 23(k) or in the event such continued installation of such Engine on such airframe has resulted in loss of title to the Engine by Lessor, an Engine Loss; and in either case, Lessee shall comply with the requirements of Section 19.4 for as long as time while such Engine is installed on owned by Owner, (3) neither (a) the provisions of any applicable Law or (b) the terms of any lease or other agreement or security interests to which such other airframe is subject prohibit such installation or will have the effect at any time of divesting, prejudicing or impairing the title and interests of Owner, Lessor or the Financing Parties in respect of that Engine or under any Operative Document, (4) the interests of the General Indemnitees are protected in the same manner as if the Engine shall be removed from such other airframe for reinstallation on were installed upon the Airframe and (5) such Engine is not operated above the Engine Thrust Limit without the prior consent of Lessor, which consent shall not be unreasonably withheld or delayed but may be conditioned upon the occurrence and continuation of an Event of Default, but in any event, not less than thirty (30) days prior adjustment to the Scheduled Termination DateMaintenance Amounts payable with respect to such Engine.

INSTALLATION OF ENGINES ON OTHER AIRFRAMES. Provided no Event of Default has occurred and is continuing, Lessee may (or may permit any Permitted Sublessee to) install an Engine removed from the Airframe on any Airframe Manufacturer model A330-200 airframe (other airframe of than the same type operated by and in Lessee’s fleet of aircraftAirframe) owned, but only if: (i) Lessee has title to such other airframe and such airframe is free and clear of all Liens (except as the same are permitted to exist pursuant to Section 17.7); or (ii) such other airframe is leased to Lessee or owned hire-purchased by Lessee subject to a conditional sale or other security agreement, provided that if (A1) such airframe is free and clear of all Liens except (A) Permitted Liens and those Liens which apply only to the engines (other than Engines and Parts installed on the Engines), appliances, parts, instruments, appurtenances, accessories, furnishings and other equipment installed on such airframe (but not the airframe as an entirety), and (B) the rights of the parties to the any security agreement, mortgage, lease or conditional sale or other security hire-purchase agreement covering such airframe, (2) such security agreement, mortgage, lease or hire-purchase agreement effectively provides that such Engine shall not become subject to the interest of the Lien, ownership or leasehold interest of any party to such security agreement, mortgage, lease or hire-purchase agreement, notwithstanding the installation thereof on such airframe at any time while such Engine is owned by Owner, (3) neither (a) the provisions of any applicable Law or (b) the terms of any lease or other agreement or security interests to which such aircraft or engine is subject prohibit such installation or will have the effect at any time of divesting, prejudicing or impairing the title and as interests of Owner, Lessor or the same are otherwise permitted to exist pursuant to Section 17.7Financing Parties in respect of that Engine or under any Operative Document or Financing Security Document, and (B4) there shall be in effect a written recognition of rights agreement the interests of the lessor or secured party of such airframe substantially Indemnified Parties are protected in the form appearing in Appendix 8 or substantially similar agreement to the effect that such lessor, conditional seller or secured party will not claim any interest in same manner as if the Engine by virtue of such Engine being were installed on such airframe, upon the Airframe and which agreement may be set forth in any relevant lease, conditional sale agreement, mortgage or security agreement. If any of the respective interests of Lessor or any relevant Financing Party in an Engine is materially impaired by virtue of installation on any such other airframe, Lessee shall promptly remove such Engine from such other airframe, failing which such impairment or adverse effect will be deemed an Event of Default under Section 23(k(5) or in the event such continued installation of such Engine on such airframe has resulted in loss of title to the Engine by Lessor, an Engine Loss; and in either case, Lessee shall comply with the requirements of Section 19.4 for as long as such Engine is installed on such other airframe and the Engine shall be removed from such other airframe for reinstallation on the Airframe upon the occurrence and continuation of an Event of Default, but in any event, not less than thirty (30) days prior to the Scheduled Termination Dateoperated above 71,100 pounds thrust.

INSTALLATION OF ENGINES ON OTHER AIRFRAMES. Provided no Default or Event of Default has occurred and is continuing, Lessee may install an Engine removed from the Airframe on any other airframe of the same type operated by and in Lessee’s fleet of aircraft, but only if: (i) Lessee has title to such other airframe and such airframe is free and clear of all Liens (except as the same are permitted to exist pursuant to Section 17.7); or (ii) such other airframe is leased to Lessee or owned by Lessee subject to a conditional sale or other security agreement, provided that (A) such airframe is free and clear of all Liens except the rights of the parties to the lease or conditional sale or other security agreement covering such airframe and as the same are otherwise permitted to exist pursuant to Section 17.7, and (B) there prior to such installation on an airframe that is leased to Lessee or owned by Lessee subject to a conditional sale or other security agreement, Lessor shall be in effect a written recognition of rights agreement of have received from the lessor or secured party of such airframe substantially in the form appearing in Appendix 8 or substantially similar agreement to the effect that such lessor, conditional seller or secured party of such airframe a written agreement (which may be the lease, security agreement or conditional sale agreement covering such airframe), in form and substance reasonably satisfactory to Lessor, whereby such lessor, secured party or conditional seller expressly agrees that neither it/they nor its/their successors or assigns will not acquire or claim any right, title or interest in the any Engine by virtue reason of such Engine being installed on such airframe, and which agreement may be set forth in airframe at any relevant lease, conditional sale agreement, mortgage time while such Engine is subject to this Lease or security agreementis owned by Lessor. If any of the respective interests of Lessor or any relevant Financing Party in an Engine is materially impaired or otherwise adversely affected by *** Material has been omitted pursuant to a request for confidential treatment and filed separately with the SEC virtue of installation on any such other airframe, Lessee shall promptly remove reinstall such Engine from such other airframeon the Airframe, failing which such impairment or adverse effect will be deemed an Event of Default under Section 23(k) or in the event such continued installation of such Engine on such airframe has resulted in loss of title to the Engine by Lessor, an Engine Loss; and in either case, Lessee shall comply with the requirements of Section 19.4 for as long as such Engine is installed on such other airframe and the Engine shall be removed from such other airframe for reinstallation on the Airframe upon the occurrence and continuation of an a Default or Event of Default, but in any event, not less than thirty sixty (3060) days prior to the Scheduled Termination Date.