Common use of Lessee's Notice of Delivery Date Clause in Contracts

Lessee's Notice of Delivery Date. (a) Lessee agrees to give the Owner Participant, the Owner Trustee, the Original Loan Participant and the Indenture Trustee at least three (3) Business Days' written notice of the Delivery Date for the Aircraft, which Delivery Date shall be a Business Day not later than September 30, 1995, which notice shall specify (i) the amount of Lessor's Cost, (ii) the amount of each Participant's Commitment for the Aircraft, and (iii) the model and FAA registration number of the Aircraft and the manufacturer's serial numbers of the Airframe and each Engine. As to each Participant, the making of its Commitment for such Aircraft PARTICIPATION AGREEMENT [N603SW] -3- 9 available in the manner required by this Section 2 shall constitute a waiver of such notice. The Owner Trustee and the Indenture Trustee shall be deemed to have waived such notice if the Owner Trustee shall have received from the Owner Participant funds in the full amount of the Owner Participant's Commitment and the proceeds of the sale of the Series SWA 1995 Trust N603SW-I Certificate in the full amount of the Original Loan Participant's Commitment. Subject to the terms and conditions of this Agreement, and simultaneously with receipt by the parties hereto of all amounts to be paid to them on the Delivery Date pursuant to this Section 2, Lessee shall transfer title to and deliver the Aircraft to the Owner Trustee, the Owner Trustee shall purchase and take title to, and accept delivery of, the Aircraft, and the Owner Trustee shall lease the Aircraft to Lessee, it being understood that the transactions described in this Section 2 are simultaneous and mutually dependent. The Owner Trustee shall issue and the Indenture Trustee shall authenticate the Series SWA 1995 Trust N603SW-I Certificate which shall be delivered simultaneously to the Original Loan Participant. On the Delivery Date, subject to the terms and conditions of this Agreement, and in consideration for the transfer of title to the Aircraft to the Owner Trustee, the Owner Trustee shall pay over the funds made available to it pursuant to the succeeding paragraph to Lessee in an aggregate amount equal to Lessor's Cost to Lessee's Account No. 98120000 xx Bank One, Dallas, N.A., ABA No. 111000000, 0017 Xxxx Xxxxxx, Xxxxxx, Xxxxx. The Original Loan Participant and the Owner Participant each agree to make its Commitment available to Shawmut Bank Connecticut, National Association, Hartford, Connecticut, Account No. 0067548290, ABA No. 011-000-000, Xxference: Southwest Airlines 1995 Trust N603SW, at or before 10:00 a.m. Dallas time, on the Delivery Date specified in Lessee's notice referred to in the first paragraph of this Section 2 (such specified Delivery Date being herein called the "Scheduled Delivery Date"). (b) If for any reason whatsoever the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee may by telephonic notice given by 4:30 p.m., New York City time, on the Scheduled Delivery Date to each Participant, the Owner Trustee and the Indenture Trustee designate a delayed date for such closing (the "Delayed Delivery Date"), not later than the fifth Business Day after the Scheduled Delivery Date and in no event later than September 30, 1995. In the event that no Delayed Delivery Date is designated or, if designated, such closing does not occur on the Delayed Delivery Date, or if any Participant shall so request, such funds of each Participant shall be promptly returned to it by the Owner Trustee or the Indenture Trustee, as the case may be. If the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee will reimburse each Participant which has made its funds available pursuant to this Section 2 for the loss of the use of its funds by paying to such Participant a sum equal to interest on such funds at the Applicable Rate (as defined below) on the amount for the period from and including the Scheduled Delivery Date to but excluding the Delayed Delivery Date, or, as the case may be, to but excluding the Business Day on which such Participant's funds are returned if such return is made by 10:00 a.m. (New York City time) or to but excluding the next following Business Day if such return is not made by such time and, in the case of the Original Loan Participant, for the Break Amount, if any, applicable to the Series SWA 1995 Trust N603SW-I Certificate.

Lessee's Notice of Delivery Date. (a) Lessee agrees to give the Owner Participant, the Owner Trustee, the Original Loan Participant and the Indenture Trustee at least three (3) Business Days' written notice of the Delivery Date for the Aircraft, which Delivery Date shall be a Business Day not later than September 30, 19951996, which notice shall specify (i) the amount of Lessor's Cost, (ii) the amount of each Participant's Commitment for the Aircraft, Aircraft and (iiiii) the model and FAA registration number of the Aircraft and the manufacturer's serial numbers of the Airframe and each Engine. As to each Participant, the making of its Commitment for such Aircraft PARTICIPATION AGREEMENT [N603SW] -3- 9 available in the manner required by this Section 2 shall constitute a waiver of such notice. The Owner Trustee and the Indenture Trustee shall be deemed to have waived such notice if the Owner Trustee shall have received from the Owner Participant funds in the full amount of the Owner Participant's Commitment and the proceeds of the sale of the Series SWA 1995 Trust N603SW-I Certificate in the full amount of the Original Loan Participant's Commitment. Subject to the terms and conditions of this Agreement, and simultaneously with receipt by the parties hereto of all amounts to be paid to them on the Delivery Date pursuant to this Section 2, Lessee shall transfer title to and deliver the Aircraft to the Owner Trustee, the Owner Trustee shall purchase and take title to, and accept delivery of, the Aircraft, and the Owner Trustee shall lease the Aircraft to Lessee, it being understood that the transactions described in this Section 2 are simultaneous and mutually dependent. The Owner Trustee shall issue and the Indenture Trustee shall authenticate the Series SWA 1995 1996 Trust N603SWN620SW-I Certificate which shall be delivered simultaneously to the Original Loan Participant. On the Delivery Date, subject to the terms and conditions of this Agreement, and in consideration for the transfer of title to the Aircraft to the Owner Trustee, the Owner Trustee shall pay over the funds made available to it pursuant to the succeeding paragraph to Lessee in an aggregate amount equal to Lessor's Cost to Lessee's Account No. 98120000 xx Bank One, Dallas, N.A., ABA No. 111000000, 0017 Xxxx Xxxxxx, Xxxxxx, Xxxxx. The Original Loan Participant and the Owner Participant each agree to make its Commitment available to Shawmut First Union National Bank Connecticutof North Carolina, National AssociationCharlotte, Hartford, ConnecticutNorth Carolina, Account No. 0067548290465946, ABA No. 011-000-000053000000, Xxference: Southwest Airlines 1995 1996 Trust N603SWN620SW, at or before 10:00 a.m. Dallas time, on the Delivery Date specified in Lessee's notice referred to in the first paragraph of this Section 2 (such specified Delivery Date being herein called the "Scheduled Delivery Date"). (b) If for any reason whatsoever the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee may by telephonic notice given by 4:30 p.m., New York City time, on the Scheduled Delivery Date to each Participant, the Owner Trustee and the Indenture Trustee designate a delayed date for such closing (the "Delayed Delivery Date"), not later than the fifth Business Day after the Scheduled Delivery Date and in no event later than September 30, 19951996. In the event that no Delayed Delivery Date is designated or, if designated, such closing does not occur on the Delayed Delivery Date, or if any Participant shall so request, such funds of each Participant shall be promptly returned to it by the Owner Trustee or the Indenture Trustee, as the case may be. If the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee will reimburse each Participant which has made its funds available pursuant to this Section 2 for the loss of the use of its funds by paying to such Participant a sum equal to interest on such funds at the Applicable Rate (as defined below) on the amount for the period from and including the Scheduled Delivery Date to but excluding the Delayed Delivery Date, or, as the case may be, to but excluding the Business Day on which such Participant's funds are returned if such return is made by 10:00 a.m. (New York City time) or to but excluding the next following Business Day if such return is not made by such time and, in the case of the Original Loan Participant, for the Break Amount, if any, applicable to the Series SWA 1995 1996 Trust N603SWN620SW-I Certificate.

Lessee's Notice of Delivery Date. (a) Lessee agrees to give the Owner Participant, the Owner Trustee, the Original Loan Participant and the Indenture Trustee at least three (3) two Business Days' written notice of the Delivery Date for the Aircraft, which Delivery Date shall be a Business Day not later than September 30, 19951994, which notice shall specify (i) the amount of Lessor's Cost, (ii) Cost and the amount of each Participant's Commitment for the Aircraft, and (iii) the model and FAA registration number of the Aircraft and the manufacturer's serial numbers of the Airframe and each Engine. As to each Participant, the making of its Commitment for such Aircraft PARTICIPATION AGREEMENT [N603SW] -3- 9 available in the manner required by this Section 2 shall constitute a waiver of such notice. The Owner Trustee and the Indenture Trustee shall be deemed to have waived such notice if the Owner Trustee shall have received from the Owner Participant funds in the full amount of the Owner Participant's Commitment and the proceeds of the sale of the Series SWA 1995 Trust N603SW-I Certificate Certificates in the full amount of the Original Loan Participant's Commitment. Subject to the terms and conditions of this Agreement, and simultaneously with receipt by the parties hereto of all amounts to be paid to them on the Delivery Date pursuant to this Section 2, Lessee shall transfer title to and deliver the Aircraft to the Owner Trustee, the Owner Trustee shall purchase and take title to, and accept delivery of, the Aircraft, and the Owner Trustee shall lease the Aircraft to Lessee, it being understood that the transactions described in this Section 2 are simultaneous and mutually dependent. The Owner Trustee shall issue issue, and the Indenture Trustee shall authenticate authenticate, the Series SWA 1995 Trust N603SW-I Certificate Certificates, in an aggregate principal amount equal to the Original Loan Participant's Commitment, which shall be delivered simultaneously to the Original Loan Participant. On the Delivery Date, subject to the terms and conditions of this Agreement, and in consideration for the transfer of title to the Aircraft to the Owner Trustee, the following payments shall be made, in each case in Dollars and in funds immediately available to the recipient: (A) by the Owner Participant to the Owner Trustee shall pay over an amount in Dollars equal to the Owner Participant's Commitment, (B) by the Original Loan Participant to the Owner Trustee an amount in Dollars equal to such Original Loan Participant's Commitment and (C) by the Owner Trustee to Lessee the funds made available to it pursuant to the succeeding paragraph to Lessee in clauses (A) and (B) above, which funds shall aggregate an aggregate amount equal to Lessor's Cost Cost. The payments in clauses (A) and (B) shall be made to the Owner Trustee's account no. 99000000 xx State Street Bank and Trust Company (Boston, Massachusetts) and the payments in (C) shall be made to the Lessee's Account Noaccount no. 98120000 xx HT0688 at State Street Bank Oneand Trust Company (Boston, Dallas, N.A., ABA NoMassachusetts). 111000000, 0017 Xxxx Xxxxxx, Xxxxxx, Xxxxx. The Original Loan Each Participant and the Owner Participant each agree agrees to make its Commitment available to Shawmut Bank Connecticut, National Association, Hartford, Connecticut, Account No. 0067548290, ABA No. 011-000-000, Xxference: Southwest Airlines 1995 Trust N603SW, the Owner Trustee at or before 10:00 a.m. Dallas 11:00 a.m., Boston, Massachusetts time, on the Delivery Date specified in Lessee's notice referred to in the first paragraph of this Section 2 (such specified Delivery Date being herein called the "Scheduled Delivery Date"). (b) If for any reason whatsoever the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee may by telephonic notice given by 4:30 p.m., New York City time, on the Scheduled Delivery Date to each Participant, the Owner Trustee and the Indenture Trustee designate a delayed date for such closing (the "Delayed Delivery Date"), not later than the fifth Business Day after the Scheduled Delivery Date and in no event later than September 30, 1995. In the event that no Delayed Delivery Date is designated or, if designated, such closing does not occur on the Delayed Delivery Date, or if any Participant shall so request, such funds of each Participant shall be promptly returned to it by the Owner Trustee or the Indenture Trustee, as the case may be. If the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee will reimburse each Participant which has made its funds available pursuant to this Section 2 for the loss of the use of its funds by paying to such Participant a sum equal to interest on such funds at the Applicable Rate (as defined below) on the amount for the period from and including the Scheduled Delivery Date to but excluding the Delayed Delivery Date, or, as the case may be, to but excluding the Business Day on which such Participant's funds are returned if such return is made by 10:00 a.m. (New York City time) or to but excluding the next following Business Day if such return is not made by such time and, in the case of the Original Loan Participant, for the Break Amount, if any, applicable to the Series SWA 1995 Trust N603SW-I Certificate.'s

Lessee's Notice of Delivery Date. (a) Lessee agrees to give the Owner Participant, the Owner Trustee, the Original Loan Participant and the Indenture Trustee at least three (3) Business Days' written notice of the Delivery Date for the Aircraft, which Delivery Date shall be a Business Day not later than September 30, 1995, which notice shall specify (i) the amount of Lessor's Cost, (ii) the amount of each Participant's Commitment for the Aircraft, and (iii) the model and FAA registration number of the Aircraft and the manufacturer's serial numbers of the Airframe and each Engine. As to each Participant, the making of its Commitment for such Aircraft PARTICIPATION AGREEMENT [N603SW] -3- 9 available in the manner required by this Section 2 shall constitute a waiver of such notice. The Owner Trustee and the Indenture Trustee shall be deemed to have waived such notice if the Owner Trustee shall have received from the Owner Participant funds in the full amount of the Owner Participant's Commitment and the proceeds of the sale of the Series SWA 1995 Trust N603SW-I Certificate in the full amount of the Original Loan Participant's Commitment. Subject to the terms and conditions of this Agreement, and simultaneously with receipt by the parties hereto of all amounts to be paid to them on the Delivery Date pursuant to this Section 2, Lessee shall transfer title to and deliver the Aircraft to the Owner Trustee, the Owner Trustee shall purchase and take title to, and accept delivery of, the Aircraft, and the Owner Trustee shall lease the Aircraft to Lessee, it being understood that the transactions described in this Section 2 are simultaneous and mutually dependent. The Owner Trustee shall issue and the Indenture Trustee shall authenticate the Series SWA 1995 Trust N603SWN602SW-I Certificate which shall be delivered simultaneously to the Original Loan Participant. On the Delivery Date, subject to the terms and conditions of this Agreement, and in consideration for the transfer of title to the Aircraft to the Owner Trustee, the Owner Trustee shall pay over the funds made available to it pursuant to the succeeding paragraph to Lessee in an aggregate amount equal to Lessor's Cost to Lessee's Account No. 98120000 xx Bank One, Dallas, N.A., ABA No. 111000000, 0017 Xxxx Xxxxxx, Xxxxxx, Xxxxx. The Original Loan Participant and the Owner Participant each agree to make its Commitment available to Shawmut Bank Connecticut, National Association, Hartford, Connecticut, Account No. 0067548290, ABA No. 011-000-000, Xxference: Southwest Airlines 1995 Trust N603SWN602SW, at or before 10:00 a.m. Dallas time, on the Delivery Date specified in Lessee's notice referred to in the first paragraph of this Section 2 (such specified Delivery Date being herein called the "Scheduled Delivery Date"). (b) If for any reason whatsoever the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee may by telephonic notice given by 4:30 p.m., New York City time, on the Scheduled Delivery Date to each Participant, the Owner Trustee and the Indenture Trustee designate a delayed date for such closing (the "Delayed Delivery Date"), not later than the fifth Business Day after the Scheduled Delivery Date and in no event later than September 30, 1995. In the event that no Delayed Delivery Date is designated or, if designated, such closing does not occur on the Delayed Delivery Date, or if any Participant shall so request, such funds of each Participant shall be promptly returned to it by the Owner Trustee or the Indenture Trustee, as the case may be. If the closing of the transactions contemplated hereby is not consummated on the Scheduled Delivery Date, Lessee will reimburse each Participant which has made its funds available pursuant to this Section 2 for the loss of the use of its funds by paying to such Participant a sum equal to interest on such funds at the Applicable Rate (as defined below) on the amount for the period from and including the Scheduled Delivery Date to but excluding the Delayed Delivery Date, or, as the case may be, to but excluding the Business Day on which such Participant's funds are returned if such return is made by 10:00 a.m. (New York City time) or to but excluding the next following Business Day if such return is not made by such time and, in the case of the Original Loan Participant, for the Break Amount, if any, applicable to the Series SWA 1995 Trust N603SWN602SW-I Certificate.