Common use of Lawful and Safe Operation Clause in Contracts

Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base or from such other base outside the State of Registry pursuant to sub-lease or a wet-lease complying with Section 8.4(a), provided always that Lessee must not use or operate the Aircraft or suffer or permit the Aircraft to be used or operated: (a) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of any applicable Regulations; (b) for any purpose for which the Aircraft was not designed or which is illegal; (c) to carry hazardous cargo other than in conformity with industry procedures and requirements of the Air Authority for the carriage and handling of such cargo; (d) in any circumstances or place where the Aircraft is not covered by Insurance; or (e) for purposes of training, qualifying or re-confirming the status of cockpit personnel except for the benefit of Lessee's or a Permitted Sub-Lessee's cockpit personnel, and then only if the use of the Aircraft for such purpose is not disproportionate to the use for such purpose of other aircraft of the same type operated by Lessee or any Permitted Sub-Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THAT: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT; (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, AND (iii) LESSEE, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFT, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONS, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SO, LESSEE HAS NOT RELIED UPON, AND SHALL NOT RELY UPON, ANY STATEMENT, ACT, OR OMISSION OF LESSOR.

Appears in 2 contracts

Samples: Aircraft Lease (Kitty Hawk Inc), Aircraft Lease (Kitty Hawk Inc)

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Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base State of Registry or from such other base outside the State of Registry pursuant to a sub-lease or a wet-lease complying with Section 8.4(a), provided provided, always that Lessee must not use or operate the Aircraft or suffer or permit the Aircraft to be used or operated: (a) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of (i) any applicable Regulations;Regulations of the United States, (ii) any applicable Regulations of any jurisdiction of which Lessee is notified in writing by Lessor as a jurisdiction applicable to Lessor, Owner, GECAS or any Financing Party, or (iii) any applicable Regulations of any other jurisdiction into which or over which the Aircraft is operated; provided, however, that nothing in Section 8.3(a)(ii) shall be deemed to require Lessee to comply with any Regulations of any jurisdiction other than the United States which pertain to the maintenance or modification of aircraft. (b) for any purpose for which the Aircraft was not designed or which is illegal; (c) to carry hazardous cargo other than in conformity with industry procedures and requirements of which could reasonably be expected to damage the Air Authority for the carriage and handling of such cargoAircraft; (d) in any circumstances or place where the Aircraft is not covered by Insurancethe Insurances; or (e) for purposes of training, qualifying or re-confirming the status of cockpit personnel except for the benefit of Lessee's or a Permitted Sub-Lessee's cockpit personnel, and then only if the use of the Aircraft for such purpose is not disproportionate to the use for such purpose of other aircraft of the same type operated by Lessee or any such Permitted Sub-Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THAT: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT; (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, AND (iii) LESSEE, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFT, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONS, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SO, LESSEE HAS NOT RELIED UPON, AND SHALL NOT RELY UPON, ANY STATEMENT, ACT, OR OMISSION OF LESSOR.

Appears in 2 contracts

Samples: Aircraft Lease Agreement (Turn Works Acquisition Iii Sub a Inc), Aircraft Lease Agreement (Turn Works Acquisition Iii Sub a Inc)

Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base State of Registry or from such other base outside the State of Registry pursuant to sub-lease a sublease or a wet-lease complying with Section 8.4(a), provided provided, always that Lessee must not use or operate the Aircraft or suffer or permit the Aircraft to be used or operated: (a) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of (i) any applicable Regulations;Regulations of the United States, (ii) any applicable Regulations of any jurisdiction of which Lessee is notified in writing by Lessor as a jurisdiction applicable to Lessor, Owner, GECAS or any Financing Party, or (iii) any applicable Regulations of any other jurisdiction into which or over which the Aircraft is operated; provided, however, that nothing in Section 8.3(a)(ii) shall be deemed to require Lessee to comply with any Regulations of any jurisdiction other than the United States which pertain to the maintenance or modification of aircraft. (b) for any purpose for which the Aircraft was not designed or which is illegal; (c) to carry hazardous cargo other than in conformity with industry procedures and requirements of which could reasonably be expected to damage the Air Authority for the carriage and handling of such cargoAircraft; (d) in any circumstances or place where the Aircraft is not covered by Insurancethe Insurances; or (e) for purposes of training, qualifying or re-confirming the status of cockpit personnel except for the benefit of Lessee's or a Permitted Sub-Lessee's cockpit personnel, and then only if the use of the Aircraft for such purpose is not disproportionate to the use for such purpose of other aircraft of the same type operated by Lessee or any such Permitted Sub-Sub Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THAT: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT; (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, AND (iii) LESSEE, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFT, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONS, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SO, LESSEE HAS NOT RELIED UPON, AND SHALL NOT RELY UPON, ANY STATEMENT, ACT, OR OMISSION OF LESSOR.

Appears in 1 contract

Samples: Aircraft Lease Agreement (Turn Works Acquisition Iii Sub a Inc)

Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base State of Registry or from such other base outside the State of Registry pursuant to a sub-lease or a wet-lease complying with Section 8.4(a), provided provided, always that Lessee must not use or operate the Aircraft or suffer or or, permit the Aircraft to be used or operated: (a) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of (i) any applicable Regulations;Regulations of the United States, (ii) any applicable Regulations of any jurisdiction of which Lessee is notified in writing by Lessor as a jurisdiction applicable to Lessor, Owner, GECAS or any Financing Party, or (iii) any applicable Regulations of any other jurisdiction into which or over which the Aircraft is operated; provided, however, that nothing in Section 8.3(a)(ii) shall be deemed to require Lessee to comply with any Regulations of any jurisdiction other than the United States which pertain to the maintenance or modification of aircraft. (b) for any purpose for which the Aircraft was not designed or which is illegal; (c) to carry hazardous cargo other than in conformity with industry procedures and requirements of which could reasonably be expected to damage the Air Authority for the carriage and handling of such cargoAircraft; (d) in any circumstances or place where the Aircraft is not covered by Insurancethe Insurances; or (e) for purposes of training, qualifying or re-confirming the status of cockpit personnel except for the benefit of Lessee's or a Permitted Sub-Lessee's cockpit personnel, and then only if the use of the Aircraft for such purpose is not disproportionate to the use for such purpose of other aircraft of the same type operated by Lessee or any such Permitted Sub-Sub Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THAT: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT; (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, AND (iii) LESSEE, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFT, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONS, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SO, LESSEE HAS NOT RELIED UPON, AND SHALL NOT RELY UPON, ANY STATEMENT, ACT, OR OMISSION OF LESSOR.

Appears in 1 contract

Samples: Aircraft Lease Agreement (Turn Works Acquisition Iii Sub a Inc)

Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base or from such other base outside the State of Registry pursuant to sub-lease or a wet-lease complying with Section 8.4(a), provided always that Lessee must not use or operate the Aircraft or suffer or permit the Aircraft to be used or operatedwill: (a) comply with the Law in force in any country or jurisdiction which, during the Term, is applicable to Lessee or the Aircraft or, so far as concerns the use and operation of the Aircraft or an owner or operator thereof, and take all steps to ensure that the Aircraft is not used for any illegal purpose; (b) not use the Aircraft in any manner contrary to any recommendation of the manufacturers of the Aircraft, any Engine or any Part or any rules or regulation of the Air Authority or for any purpose for which the Aircraft is not designed or reasonably suitable; (c) ensure that the crew and mechanics employed by it in connection with the operation and maintenance of the Aircraft have the qualifications and hold the certificates required by the Air Authority and applicable Law; (d) use the Aircraft solely in commercial or other operations for which Lessee is duly authorized by the Air Authority and applicable Law; (e) not use or locate the Aircraft: (i) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of any applicable RegulationsLaw; (bii) for any purpose for which the Aircraft was not designed or which is illegal; (ciii) for carriage of any other goods, materials or items of cargo which could reasonably be expected to carry hazardous cargo other than in conformity with industry procedures and requirements of the Air Authority for the carriage and handling of such cargo; (d) in any circumstances or place where cause damage to the Aircraft is and which would not be adequately covered by Insurancethe Insurances; or (eiv) to carry cargo or passengers not permitted by the Air Authority or the FAA; (f) not utilize the Aircraft for purposes of training, qualifying or re-confirming the status of cockpit personnel and mechanics, except for the benefit of Lessee's or a Permitted Sub-Lessee's ’s cockpit personnel, and mechanic personnel and then only if the use of in such a manner so as to not discriminate against the Aircraft versus other similar type aircraft in Lessee’s fleet; (g) not operate or locate the Aircraft in any Prohibited Country or in violation of any US Trade Controls or Sanctions; ALA MSN 2851 – Global Crossing Airlines (h) not cause or permit the Aircraft to proceed to, or remain at, any location which is for such purpose is not disproportionate to the use for such purpose time being the subject of other aircraft of the same type operated by Lessee a prohibition order or any Permitted Sub-Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THATsimilar order or directive issued by: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT;any Government Entity of the State of Registration or the Habitual Base; or (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, ANDany Government Entity of the country in which such location is situated; or (iii) LESSEEany Government Entity having jurisdiction over Lessor, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFTLessee or the Aircraft; (i) obtain and maintain in full force and effect and comply in all respects with any conditions, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONSrestrictions, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SOimpositions (if any) in connection with, LESSEE HAS NOT RELIED UPONany consents, AND SHALL NOT RELY UPONapprovals, ANY STATEMENTcertificates, ACTlicenses, OR OMISSION OF LESSORpermits and authorizations required for the use and operation of the Aircraft, and for the making of payments required by, and the compliance by Lessee with its other obligations under, this Agreement; (j) throughout the Term, at Lessee’s cost (other than the out-of-pocket costs and expenses for the establishment, administration and annual fees related to the Trust Agreement, including the fees of Owner Trustee (“Owner Trust Costs”) and costs associated with FAA counsel for the initial registration of the Aircraft, which shall be for Lessor’s account) cause the Aircraft to remain registered in the State of Registration in the name of the Owner naming the Lessee as lessee or operator. Lessee shall cause (or shall cooperate with) the filing and recording of this Agreement in accordance with the applicable laws of the State of Registration and shall cause the interests of Owner and Lessor and the mortgage right of the Agent (if requested by Lessor) and the interests of the Financing Parties in the Aircraft and in the Lease to be fully registered, perfected and protected in the State of Registration, at the sole cost and expense of the Lessor. Lessee shall cause (or shall cooperate with) the registration of the possession right of Lessee in accordance with the provisions of the law of the State of Registration.

Appears in 1 contract

Samples: Aircraft Lease Agreement (Global Crossing Airlines Group Inc.)

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Lawful and Safe Operation. Lessee will operate the Aircraft for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base or from such other base outside the State of Registry pursuant to sub-lease or a wet-lease complying with Section 8.4(a), provided always that Lessee must not use or operate the Aircraft or suffer or permit the Aircraft to be used or operatedwill: (a) comply with the Law in force in any country or jurisdiction which, during the Term, is applicable to Lessee or the Aircraft or, so far as concerns the use and operation of the Aircraft or an owner or operator thereof, and take all steps to ensure that the Aircraft is not used for any illegal purpose; (b) not use the Aircraft in any manner contrary to any recommendation of the manufacturers of the Aircraft, any Engine or any Part or any rules or regulation of the Air Authority or for any purpose for which the Aircraft is not designed or reasonably suitable; (c) ensure that the crew and mechanics employed by it in connection with the operation and maintenance of the Aircraft have the qualifications and hold the certificates required by the Air Authority and applicable Law; (d) use the Aircraft solely in commercial or other operations for which Lessee is duly authorized by the Air Authority and applicable Law; (e) not use or locate the Aircraft: (i) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of any applicable RegulationsLaw; (bii) for any purpose for which the Aircraft was not designed or which is illegal; (ciii) for carriage of any other goods, materials or items of cargo which could reasonably be expected to carry hazardous cargo other than in conformity with industry procedures and requirements of the Air Authority for the carriage and handling of such cargo; (d) in any circumstances or place where cause damage to the Aircraft is and which would not be adequately covered by Insurancethe Insurances; or (eiv) to carry cargo or passengers not permitted by the Air Authority or the FAA; (f) not utilize the Aircraft for purposes of training, qualifying or re-confirming the status of cockpit personnel and mechanics, except for the benefit of Lessee's or a Permitted Sub-Lessee's ’s cockpit personnel, and mechanic personnel and then only if the use of in such a manner so as to not discriminate against the Aircraft versus other similar type aircraft in Lessee’s fleet; (g) not operate or locate the Aircraft in any Prohibited Country or in violation of any US Trade Controls or Sanctions; ALA MSN 2830 – Global Crossing Airlines (h) not cause or permit the Aircraft to proceed to, or remain at, any location which is for such purpose is not disproportionate to the use for such purpose time being the subject of other aircraft of the same type operated by Lessee a prohibition order or any Permitted Sub-Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THATsimilar order or directive issued by: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT;any Government Entity of the State of Registration or the Habitual Base; or (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, ANDany Government Entity of the country in which such location is situated; or (iii) LESSEEany Government Entity having jurisdiction over Lessor, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFTLessee or the Aircraft; (i) obtain and maintain in full force and effect and comply in all respects with any conditions, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONSrestrictions, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SOimpositions (if any) in connection with, LESSEE HAS NOT RELIED UPONany consents, AND SHALL NOT RELY UPONapprovals, ANY STATEMENTcertificates, ACTlicenses, OR OMISSION OF LESSORpermits and authorizations required for the use and operation of the Aircraft, and for the making of payments required by, and the compliance by Lessee with its other obligations under, this Agreement; (j) throughout the Term, at Lessee’s cost (other than the out-of-pocket costs and expenses for the establishment, administration and annual fees related to the Trust Agreement, including the fees of Owner Trustee (“Owner Trust Costs”) and costs associated with FAA counsel for the initial registration of the Aircraft, which shall be for Lessor’s account) cause the Aircraft to remain registered in the State of Registration in the name of the Owner naming the Lessee as lessee or operator. Lessee shall cause (or shall cooperate with) the filing and recording of this Agreement in accordance with the applicable laws of the State of Registration and shall cause the interests of Owner and Lessor and the mortgage right of the Agent (if requested by Lessor) and the interests of the Financing Parties in the Aircraft and in the Lease to be fully registered, perfected and protected in the State of Registration, at the sole cost and expense of the Lessor. Lessee shall cause (or shall cooperate with) the registration of the possession right of Lessee in accordance with the provisions of the law of the State of Registration.

Appears in 1 contract

Samples: Aircraft Lease Agreement (Global Crossing Airlines Group Inc.)

Lawful and Safe Operation. Lessee will operate the Aircraft Engine for commercial purposes from the Delivery Date until the Return Occasion from a base within the Habitual Base State of Registry or from such other base outside the State of Registry pursuant to a sub-lease or a wet-lease complying with Section 8.4(a) (Subleasing), provided provided, always that Lessee must not use or operate operate. the Aircraft or suffer Engine or permit the Aircraft Engine to be used or operated: (a) in violation of any applicable Regulations or in a manner causing Lessor, Owner, any Financing Party or GECAS to be in violation of any applicable Regulations, except where in extraordinary or exceptional circumstances (such as severe meteorological conditions or malfunction of the aircraft on which the Engine is located) and in order to preserve or protect the Engine, the Related Airframe or its passengers or crew, Lessee operates the Engine to a destination which would violate such Regulations, provided that Lessee shall promptly take all necessary action to remove the Engine from such destination; (b) for any purpose for which the Aircraft Engine was not designed or or, subject to the provision in paragraph (a) of this Section 8.3, which is illegal; (c) to carry hazardous cargo other than in conformity with industry procedures and requirements of the Air Authority for the carriage and handling of such cargo; (d) in any circumstances or place where the Aircraft Engine is not covered by Insurancethe Insurances; or (ed) for purposes of training, qualifying or re-confirming the status of cockpit personnel except for the benefit of Lessee's ’s or a Permitted Sub-Lessee's Lessees cockpit personnel, and then only if the use of the Aircraft Engine for such purpose is not disproportionate to the use for such purpose of other aircraft engine of the same type operated by Lessee or any Permitted Sub-Lessee, as the case may be. FOR THE AVOIDANCE OF DOUBT, AS BETWEEN LESSEE AND THE INDEMNITEES, LESSEE ACKNOWLEDGES AND AGREES THAT: (i) LESSEE IS SOLELY RESPONSIBLE FOR THE DETERMINATION AND IMPLEMENTATION OF ALL SECURITY MEASURES AND SYSTEMS NECESSARY OR APPROPRIATE FOR THE PROPER PROTECTION OF THE AIRCRAFT (WHETHER ON THE GROUND OR IN FLIGHT) AGAINST (A) THEFT, VANDALISM, HIJACKING, DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, DIRECTLY OR INDIRECTLY AFFECTING IN ANY WAY THE AIRCRAFT OR ANY PART THEREOF, OR ANY PERSONS WHO (WHETHER OR NOT ON BOARD THE AIRCRAFT) MAY SUSTAIN ANY INJURY OR DAMAGE AS A RESULT OF ANY SUCH ACTS, (B) THE USE OF THE AIRCRAFT IN ANY ACTS, INCLUDING THOSE OF DESTRUCTION, BOMBING, TERRORISM OR SIMILAR ACTS, AND (C) THE TAKING, THEFT OR USE OF ANY PRODUCTS, CHEMICALS, GOODS, OR MATERIALS OF ANY KIND, FORM, OR NATURE LOCATED ON BOARD THE AIRCRAFT OR BEING TRANSPORTED VIA THE AIRCRAFT; (ii) LESSEE'S IMPLEMENTATION OF SUCH SECURITY MEASURES AND SYSTEMS IS AN OBLIGATION OF LESSEE UNDER THE LEASE, AND THAT LESSOR SHALL HAVE ABSOLUTELY NO RESPONSIBILITY THEREFOR, AND (iii) LESSEE, BEING IN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND BEING IN THE BUSINESS OF OPERATING COMMERCIAL AIRCRAFT, IS UNIQUELY IN A POSITION TO IDENTIFY AND IMPLEMENT THOSE MAINTENANCE AND SECURITY MEASURES AS ARE NECESSARY TO COMPLY WITH ALL APPLICABLE REGULATIONS, AND AS ARE OTHERWISE APPROPRIATE AND THAT IN DOING SO, LESSEE HAS NOT RELIED UPON, AND SHALL NOT RELY UPON, ANY STATEMENT, ACT, OR OMISSION OF LESSOR.

Appears in 1 contract

Samples: Engine Lease Common Terms Agreement (Controladora Vuela Compania De Aviacion, S.A.B. De C.V.)

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