LATAM AIRLINES GROUP S. A. (formerly known as LAN Airlines S.A.), a sociedad anónima existing under the laws of Chile, having its registered office at Xxxxxxx Xxxxxxxxxx Xxxxxx 0000, 00xx Xxxxx, Xxx Xxxxxx, Xxxxxxxx, Xxxxx (the Seller); and
LATAM AIRLINES GROUP S. A., a corporation organised and existing under the laws of Chile whose principal place of business is at Edificio Huidobro, Axxxxxx Xxxxxxxxxx Xxxxxx 0000, xxxx 00, Xxx Xxxxxx, Xxxxxxxx, Xxxxx (the "Airline");
LATAM AIRLINES GROUP S. A. shall, and shall cause each of its Subsidiaries to, (i) maintain in effect its corporate existence and all registrations necessary therefor, provided that these restrictions shall not prohibit any transactions permitted by Article 5 or the merger of any Subsidiary with or into LATAM Airlines Group S.A. or with or into any other Wholly-Owned Subsidiary of LATAM Airlines Group S.A.; (ii) take all reasonable actions to maintain all rights, privileges, titles to property, franchises and the like necessary in the normal conduct of its business, activities or operations; and (iii) maintain or cause to be maintained in good repair, working order and condition (normal wear and tear excepted) all properties used in their business; provided, however, that neither LATAM Airlines Group S.A. nor its Subsidiaries shall be prevented from discontinuing those operations (including through the transfer or dissolution of a Subsidiary) or suspending the maintenance of those properties (including through the sale thereof) which, in the reasonable judgment of LATAM Airlines Group S.A. are no longer necessary in the conduct of LATAM Airlines Group S.A.’s business, or that of its Subsidiaries; and provided, further, that such discontinuation of operations or suspension of maintenance shall not be materially disadvantageous to the Holders of the Notes.
LATAM AIRLINES GROUP S. A., a company organised under the laws of Chile, having its registered office at Edificio Huidobro, Xxxxxxx Xxxxxxxxxx Xxxxxx 0000 - 00xx Xxxxx, Xxx Xxxxxx, Xxxxxxxx, Xxxxx (the “New Buyer”); and
LATAM AIRLINES GROUP S. A. Attachment 1 to 6-1162-ILK-0310R5 Page 2 of 2 Attachment 1 GENX to Special Matters Letter Agreement No. 6-1162-ILK-0310R5 GENX Powered 787-8 Option Aircraft Delivery, Description, Price and Advance Payments
LATAM AIRLINES GROUP S. A. Offering of New Convertible Notes Class B Due December 31, 2121
LATAM AIRLINES GROUP S. A. (formerly known as LAN AIRLINES S.A.) having its principal office at: Edificio Huidobro Xxxxxxx Xxxxxxxxxx Xxxxxx 0000- 00xx Xxxxx Xxx Xxxxxx XXXXXXXX CHILE (hereinafter referred to as the “Buyer”). The Buyer and the Seller being collectively referred to as the “Parties” and individually as a “Party”.
LATAM AIRLINES GROUP S. A. shall have notified the Issuer in writing (with a copy to the Indenture Trustee and each Rating Agency) of such proposed issuance (including a description summarizing in reasonable detail the structure and terms thereof) at least 15 Business Days prior to the issuance of such Additional Series (which requirement may be waived by the Controlling Parties of all Series of Notes at the time outstanding);
LATAM AIRLINES GROUP S. A. shall have certified to the Issuer in each such notification that:
(A) such proposed issuance is in compliance with the terms and conditions of the Transaction Documents, including this Section 2.04;
(B) no Retention Event or Early Amortization Event shall have occurred and be continuing or would result from such proposed issuance of such Additional Series;
(C) the Initial Seller reasonably believes that there are no facts which are likely to cause the DSCR in the future to be less than 2.5:1.0, after giving pro forma effect to such proposed issuance, until the Series Balance of all Series at the time outstanding have been reduced to zero in accordance with the Indenture and the Series 2013-1 Indenture Supplement;
(D) total Collections in each of the four preceding fiscal quarters ending at least 15 days prior to the date of the proposed issuance was greater than 2.5 times the applicable Maximum Scheduled Aggregate Base Amount in each such quarter; and
(E) the specified pari passu provisions set forth in the Transaction Documents shall be included in the transaction documents for such proposed issuance.
LATAM AIRLINES GROUP S. A., having its principal office at: Edificio Huidobro Axxxxxx Xxxxxxxxxx Xxxxxx 0000 – 00xx Xxxxx Xxx Xxxxxx XXXXXXXX XXXXX (hereinafter referred to as “Buyer”). The Seller and the Buyer being collectively referred to as the “Parties” and individually as a “Party”. “[***]” This information is subject to confidential treatment and has been omitted and filed separately with the commission.
