Common use of Lease Operating Budget; Aircraft Asset Expenses Budget Clause in Contracts

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT shall adopt with respect to each year during the term of this Agreement, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all Aircraft Assets (the "LEASE OPERATING BUDGET") and (ii) a single budget with respect to the Aircraft Asset expenses related to all Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGET"); PROVIDED, HOWEVER, that, with respect to the Year commencing January 1, 2001, LIFT shall have adopted the Lease Operating Budget and the Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT to the Servicer on the Closing Date. (b) In respect of each Year during the term of this Agreement, it is understood that the Administrative Agent shall prepare on behalf of the LIFT Group, and not later than the October 31 immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 2001), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative Agent, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 2001), information in a form to be agreed from time to time relating to (i) Aircraft Assets lease rates, (ii) Aircraft Assets downtime, (iii) direct technical expenditures (including any costs to be capitalized) relating to the Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other Aircraft Assets expense- related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed by the Servicer hereunder. LIFT shall ensure that the Administrative Agent is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget on a timely basis. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 preceding such Year to LIFT for its consideration and approval (other than with respect to the fiscal year commencing January 1, 2001). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGET". Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT shall determine that any Changed Circumstances have occurred and are continuing, then LIFT shall instruct the Servicer and the Administrative Agent, on behalf of the LIFT Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT may instruct the Servicer to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT if LIFT determines that any proposed revisions do not adequately address the concerns of LIFT and/or such Changed Circumstances).

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT GAL shall adopt with respect to each year during the term of this Agreement, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all Aircraft Assets (the "LEASE OPERATING BUDGET"“Lease Operating Budget”) and (ii) a single budget with respect to the Aircraft Asset expenses related to all Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGET"); PROVIDED, HOWEVER, that, with respect to the Year commencing January 1, 2001, LIFT shall have adopted the Lease Operating Budget and the “Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT to the Servicer on the Closing DateBudget”). (b) In respect of each Year during the term of this Agreement, it is understood that the Administrative Agent Manager shall prepare on behalf of the LIFT GAL Group, and not later than the October 31 immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 20012007, if applicable), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative AgentManager, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 2001with the acquisition of the initial Aircraft Assets), information in a form to be agreed from time to time relating to (i) Aircraft Assets lease rates, Utilization Rent, Aircraft redelivery payments, and Deposits (including interest, if any, thereon), (ii) Aircraft Assets downtime, (iii) direct technical expenditures (including any costs to be capitalized) relating to the Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other Aircraft Assets expense- expense related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent Manager pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed by the Servicer hereunder. LIFT GAL shall ensure that the Administrative Agent Manager is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget on a timely basisbasis and that the Manager cooperates therewith. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent Manager shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 preceding such Year to LIFT GAL for its consideration and approval (other than with respect to the fiscal year commencing January 1, 2001with the acquisition of the initial Aircraft Assets). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGET"“Approved Budget”. Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT GAL does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT GAL shall determine that any Changed Circumstances have occurred and are continuing, then LIFT GAL shall instruct the Servicer and the Administrative AgentManager, on behalf of the LIFT GAL Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT GAL and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT GAL may instruct the Servicer not to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT GAL if LIFT GAL determines that any proposed revisions do not adequately address the concerns of LIFT GAL and/or such Changed Circumstances). (f) Notwithstanding any other provision hereof, the Servicer shall have no liability for the failure of the Approved Budget for any Year to be achieved.

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT Genesis shall adopt with respect to each year during the term of this AgreementAgreement during which there are MSA Aircraft Assets, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all MSA Aircraft Assets (the "LEASE OPERATING BUDGET"“Lease Operating Budget”) and (ii) a single budget with respect to the MSA Aircraft Asset expenses related to all MSA Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGET"); PROVIDED, HOWEVER, that, with respect to the Year commencing January 1, 2001, LIFT shall have adopted the Lease Operating Budget and the “Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT to the Servicer on the Closing DateBudget”). (b) In respect of each Year during the term of this AgreementAgreement during which there are MSA Aircraft Assets, it is understood that the Administrative Agent shall prepare on behalf of the LIFT Genesis Group, and not later than the October 31 immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 20012007, if applicable), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative Agent, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 2001)with the acquisition of the initial MSA Aircraft Assets, information in a form to be agreed from time to time relating to (i) MSA Aircraft Assets lease rates, Utilization Rent, Aircraft redelivery payments, and Deposits (including interest, if any, thereon), (ii) MSA Aircraft Assets downtime, (iii) direct technical expenditures (including any costs to be capitalized) relating to the MSA Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other MSA Aircraft Assets expense- expense related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed by the Servicer hereunder. LIFT Genesis shall ensure that the Administrative Agent is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget on a timely basisbasis and that the Administrative Agent cooperates therewith. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 preceding such Year to LIFT Genesis for its consideration and approval (other than with respect to the fiscal year commencing January 1, 2001with the acquisition of the initial MSA Aircraft Assets). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGET"“Approved Budget”. Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT Genesis does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT Genesis shall determine that any Changed Circumstances have occurred and are continuing, then LIFT Genesis shall instruct the Servicer and the Administrative Agent, on behalf of the LIFT Genesis Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT Genesis and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT Genesis may instruct the Servicer not to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT Genesis if LIFT Genesis determines that any proposed revisions do not adequately address the concerns of LIFT Genesis and/or such Changed Circumstances). (f) Notwithstanding any other provision hereof, the Servicer shall have no liability for the failure of the Approved Budget for any Year to be achieved.

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT GFL shall adopt with respect to each year during the term of this Agreement, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all Aircraft Assets (the "LEASE OPERATING BUDGET"“Lease Operating Budget”) and (ii) a single budget with respect to the Aircraft Asset expenses related to all Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGET"“Aircraft Asset Expenses Budget”); PROVIDEDprovided, HOWEVERhowever, that, with respect to the Year commencing January 1, 20012007, LIFT GFL shall have adopted the Lease Operating Budget and the Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT GFL to the Servicer on the Closing Date. (b) In respect of each Year during the term of this Agreement, it is understood that the Administrative Agent Manager shall prepare on behalf of the LIFT GFL Group, and not later than the October 31 immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 20012007), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative AgentManager, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 20012007), information in a form to be agreed from time to time relating to (i) Aircraft Assets lease rates, Utilization Rent, Aircraft redelivery payments, and Deposits (including interest, if any, thereon), (ii) Aircraft Assets downtime, (iii) direct technical expenditures (including any costs to be capitalized) relating to the Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other Aircraft Assets expense- expense related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent Manager pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed by the Servicer hereunder. LIFT GFL shall ensure that the Administrative Agent Manager is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget on a timely basisbasis and that the Manager cooperates therewith. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent Manager shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 preceding such Year to LIFT GFL for its consideration and approval (other than with respect to the fiscal year commencing January 1, 20012007). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGET"“Approved Budget”. Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT GFL does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT GFL shall determine that any Changed Circumstances have occurred and are continuing, then LIFT GFL shall instruct the Servicer and the Administrative AgentManager, on behalf of the LIFT GFL Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT GFL and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT GFL may instruct the Servicer not to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT GFL if LIFT GFL determines that any proposed revisions do not adequately address the concerns of LIFT GFL and/or such Changed Circumstances). (f) Notwithstanding any other provision hereof, the Servicer shall have no liability for the failure of the Approved Budget for any Year to be achieved.

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT AFT shall adopt with respect to each year during the term of this Agreement, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all Aircraft Assets (the "LEASE OPERATING BUDGETLease Operating Budget") and (ii) a single budget with respect to the Aircraft Asset expenses related to all Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGETAircraft Asset Expenses Budget"); PROVIDEDprovided, HOWEVERhowever, that, with respect to the Year commencing January 1, 20011999, LIFT AFT shall have adopted the Lease Operating Budget and the Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT AFT to the Servicer on the Closing Date. (b) In respect of each Year during the term of this Agreement, it is understood that the Administrative Agent shall prepare on behalf of the LIFT AFT Group, and not later than the October 31 immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 20011999), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative Agent, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 20011999), information in a form to be agreed from time to time relating to (i) Aircraft Assets lease rates, (ii) Aircraft Assets downtime, (iii) direct technical expenditures (including any costs to be capitalized) relating to the Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other Aircraft Assets expense- expense-related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed 34 40 by the Servicer hereunder. LIFT AFT shall ensure that the Administrative Agent is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Assets Expenses Budget on a timely basis. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 preceding such Year to LIFT AFT for its consideration and approval (other than with respect to the fiscal year commencing January 1, 20011999). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGETApproved Budget". Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT AFT does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT AFT shall determine that any Changed Circumstances have occurred and are continuing, then LIFT AFT shall instruct the Servicer and the Administrative Agent, on behalf of the LIFT AFT Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT AFT and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT AFT may instruct the Servicer to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT AFT if LIFT AFT determines that any proposed revisions do not adequately address the concerns of LIFT AFT and/or such Changed Circumstances). (f) Notwithstanding any other provision hereof, the Servicer shall have no liability for the failure of the Approved Budget for any Year to be achieved.

Lease Operating Budget; Aircraft Asset Expenses Budget. (a) LIFT The Company shall adopt with respect to each year during the term of this Agreement, in accordance with Sections 7.03(b), (c) and (d), (i) a single lease operating budget with respect to all Aircraft Assets (the "LEASE OPERATING BUDGET"“Lease Operating Budget”) and (ii) a single budget with respect to the Aircraft Asset expenses related to all Aircraft Assets (the "AIRCRAFT ASSET EXPENSES BUDGET"“Aircraft Asset Expenses Budget”); PROVIDED, HOWEVER, provided that, with respect to the Year commencing January 1, 20012007, LIFT the Company shall have adopted the Lease Operating Budget and the Aircraft Asset Expenses Budget for such Year that are attached to a certificate delivered by LIFT the Company to the Servicer on the Closing Date. (b) In respect of each Year during the term of this Agreement, it is understood that the Administrative Agent shall prepare on behalf of the LIFT Company Group, and not later than the October 31 [November 30] immediately preceding the commencement of such Year deliver to the Servicer (other than with respect to the fiscal year commencing January 1, 20012007), a proposed Lease Operating Budget and a proposed Aircraft Asset Expenses Budget for such Year together with reasonably detailed information regarding the assumptions underlying such proposed budgets. (c) In connection with the preparation of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget, the Servicer shall provide the Administrative AgentManager, not later than the September 30 immediately preceding the commencement of such Year (other than with respect to the fiscal year commencing January 1, 20012007), information in a form to be agreed from time to time relating to (i) Aircraft Assets lease rates, Utilization Rent, Aircraft redelivery payments, and Deposits (including interest, if any, thereon), (ii) Aircraft Assets downtimebeing off lease, (iii) direct technical expenditures (including any costs to be capitalized) relating to the Aircraft Assets, (iv) indirect costs relating to insurance, legal, consulting and other similar expenses and (v) such other Aircraft Assets expense- expense related information as may be reasonably required to prepare such budgets, in each case including the assumptions relating thereto. The Servicer shall only be SERVICING AGREEMENT obligated to provide expense-related information to the Administrative Agent pursuant to this Section 7.03(c) to the extent that such information relates to the Services performed by the Servicer hereunder. LIFT The Company shall ensure that the Administrative Agent is instructed to prepare each such proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget on a timely basisbasis and that the Administrative Agent cooperates therewith. (d) After the delivery of such proposed Lease Operating Budget and Aircraft Asset Expenses Budget as described in Sections 7.03(b) and (c), the Servicer and the Administrative Agent shall review and discuss such proposed Lease Operating Budget and Aircraft Asset Expenses Budget and shall make such adjustments thereto as they shall deem appropriate, and the revised proposed Lease Operating Budget and proposed Aircraft Asset Expenses Budget in respect of any Year shall then be submitted no later than the December 1 15 (or, if such day is not a Business Day, the first following Business Day) preceding such Year to LIFT the Company for its consideration and approval (other than with respect to the fiscal year commencing January 1, 20012007). The approved Lease Operating Budget and Aircraft Asset Expenses Budget for any Year, as each may be amended or modified from time to time, shall hereinafter be referred to as the "APPROVED BUDGET"“Approved Budget”. Each Approved Budget shall be consistent with, and not in any manner reduce, limit or circumscribe, the delegation to the Servicer pursuant to this Agreement (including pursuant to Section 7.04) of a practical and workable level of autonomy, authority and responsibility with respect to the performance of the Services. (e) If LIFT the Company does not adopt any Approved Budget for any Year as contemplated by Section 7.03(d) or if, after an Approved Budget is adopted, LIFT the Company shall determine that any Changed Circumstances have occurred and are continuing, then LIFT the Company shall instruct the Servicer and the Administrative Agent, on behalf of the LIFT Company Group, to review and, to the extent possible, revise the Lease Operating Budget and Aircraft Asset Expenses Budget in such a manner as to adequately address the concerns of LIFT the Company and/or such Changed Circumstances (it being understood that, subject to the last sentence of Section 7.03(d), LIFT the Company may instruct the Servicer not to proceed with a Lease Operating Budget and an Aircraft Asset Expenses Budget approved by LIFT the Company if LIFT the Company determines that any proposed revisions do not adequately address the concerns of LIFT the Company and/or such Changed Circumstances). (f) Notwithstanding any other provision hereof, the Servicer shall have no liability for the failure of the Approved Budget for any Year to be achieved.