Common use of Limitations on Control Clause in Contracts

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04, Owner Participant will have no rights or powers to direct, influence or control Owner Trustee in the performance of Owner Trustee’s duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by Owner Trustee. In all such matters, Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participant, and Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, and any such action by Owner Trustee shall not be considered malfeasance or in breach of any obligation which Owner Trustee might otherwise have to Owner Participant; provided, however, that subject to the foregoing limitations, Owner Trustee shall exercise its discretion in all matters involving the ownership and operation of the Aircraft by Owner Trustee (a) with due regard for the interests of Owner Participant and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant in connection with such matters involving the ownership and operation of the Aircraft (it being understood that any advice, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free to follow or disregard such advice, opinion or suggestion in the exercise of its discretion). In addition, Owner Participant may not remove Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly notify Owner Participant of the exercise of its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Owner Trustee.

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04, Owner Participant will have no rights or powers to direct, influence or control Owner Trustee in the performance of Owner Trustee’s duties under this Trust Agreement in connection with any Agreement, including matters involving the ownership and operation of the Aircraft by Owner TrusteeAircraft. In all such matters, Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participant, and Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Aircraft, as Owner Trustee as itTrustee, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, and any such action by Owner Trustee shall not be considered malfeasance or in breach of any obligation which Owner Trustee might otherwise have to Owner Participant; provided, however, that subject to the foregoing limitations, Owner Trustee shall exercise its this discretion in all matters involving arising under this Trust Agreement, including the ownership and operation of the Aircraft by Owner Trustee (a) Aircraft, with due regard for the interests of Owner Participant Participant. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Trust Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow or disregard such advice, opinion or suggestion in seek the exercise advice of its discretion). In addition, Owner Participant may not remove before taking, or refraining from taking, any action with respect thereto. To the extent that Owner Trustee takes any action or inaction in accordance with any successor written instruction and/or advice of Owner Trustee appointed hereunderParticipant given or in exercising its discretion under this Article XII, except for causesuch action or inaction shall not be deemed to be gross negligence or willful misconduct. Owner Trustee agrees to promptly shall notify Owner Participant of the its exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Aircraft.][ftnt] [ftnt] Insert this paragraph as Section 12.01 in place of the current Section 12.01 if the Owner Trustee.Participant is not a Citizen of the United States. UNQUOTE

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04, Owner Participant will have no rights or powers to direct, influence or control Owner Trustee in the performance of Owner Trustee’s duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by Owner Trustee. In all such matters, Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participant, and Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, and 1 Provision subject to change pursuant to FAA regulations regarding NCT. CT1001520_LA1_AAL_A320Family_EXECUTION LA1 – Trust Agreement any such action by Owner Trustee shall not be considered malfeasance or in breach of any obligation which Owner Trustee might otherwise have to Owner Participant; provided, however, that subject to the foregoing limitations, Owner Trustee shall exercise its discretion in all matters involving the ownership and operation of the Aircraft by Owner Trustee (a) with due regard for the interests of Owner Participant and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant in connection with such matters involving the ownership and operation of the Aircraft (it being understood that any advice, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free to follow or disregard such advice, opinion or suggestion in the exercise of its discretion). In addition, Owner Participant may not remove Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly notify Owner Participant of the exercise of its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by Owner Trustee.

Limitations on Control. (a) Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 3.3, the Owner Participant will have no rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by the Owner Participant, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, citizens may have a direct or indirect interest in the Owner Participant, Participant and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to the Owner Participant; providedPROVIDED, howeverHOWEVER, that subject to the foregoing limitations, the Owner Trustee shall exercise its discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of the Owner Participant Participant. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Trust Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow or disregard such advice, opinion or suggestion in seek the exercise advice of its discretion). In addition, the Owner Participant may not remove before taking, or refraining from taking, any action with respect thereto. The Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly shall notify the Owner Participant of the its exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee. (b) Subject to the requirements of the preceding paragraph (a), the Owner Trustee agrees that it will not, without the prior written consent of the Owner Participant, (i) sell, mortgage, pledge or otherwise dispose of the Aircraft or other assets held in the Trust Estate relating thereto except as otherwise expressly provided for herein, or (ii) amend the Lease, any Permitted Sublease or other Operative Agreements or give any consents thereunder. (c) The purpose of this Section 3.3 is to give the Owner Trustee the power to manage and control the Aircraft with respect to matters involving the ownership and operation of the Aircraft by the Owner Trustee in the event that the Owner Trustee becomes the owner of the Aircraft or is deemed to be the owner of the Aircraft pursuant to Law so as to assure that (i) the Aircraft shall be controlled with respect to such matters by a Citizen of the United States, (ii) the Owner Participant shall have no power to influence or control the exercise of the Owner Trustee's authority with respect to such matters and (iii) the Owner Trustee shall be able to give the affidavit required by Section 47.7(c)(2)(iii) of the Federal Aviation Regulations, 14 C.F.R. 47.7(c)(2)(iii). This Section 3.3 shall be construed in furtherance of the foregoing purpose.

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 6.12, Owner Participant the Trustor will not have no any rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participantthe Trustor, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, the Trustor and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to Owner Participantthe Trustor; provided, however, that subject to the foregoing limitations, the Owner Trustee shall exercise its this discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of Owner Participant the Trustor. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow seek the advice of the Trustor before taking, or disregard such advicerefraining from taking, opinion or suggestion in any action with respect thereto. The Owner Trustee shall notify the Trustor of its exercise of its discretion). In addition, Owner Participant may not remove Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly notify Owner Participant of the exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee.

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 6.13, Owner Participant the Trustor will not have no any rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participantthe Trustor, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, the Trustor and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to Owner Participantthe Trustor; provided, however, that subject to the foregoing limitations, the Owner Trustee shall exercise its this discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of Owner Participant the Trustor. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow seek the advice of the Trustor before taking, or disregard such advicerefraining from taking, opinion or suggestion in any action with respect thereto. The Owner Trustee shall notify the Trustor of its exercise of its discretion). In addition, Owner Participant may not remove Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly notify Owner Participant of the exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee.

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 2.03, the Owner Participant will have no rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by the Owner Participant, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in the Owner Participant, Participant and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to the Owner Participant; provided, however, that subject to the foregoing limitations, the Owner Trustee shall exercise its discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of the Owner Participant Participant. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Trust Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow or disregard such advice, opinion or suggestion in seek the exercise advice of its discretion). In addition, the Owner Participant may not remove before taking, or refraining from taking, any action with respect thereto. The Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly shall notify the Owner Participant of the its exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee.

Limitations on Control. Notwithstanding any other provision of this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 6.13, Owner Participant no Trustor will have no any rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by Owner Participantthe Trustors, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in Owner Participant, the Trustors and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to Owner Participantthe Trustors; provided, however, that subject to the foregoing limitations, the Owner Trustee shall exercise its this discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of Owner Participant the Trustors. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow seek the advice of the Trustors before taking, or disregard such advicerefraining from taking, opinion or suggestion in any action with respect thereto. The Owner Trustee shall notify the Trustors of its exercise of its discretion). In addition, Owner Participant may not remove Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly notify Owner Participant of the exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee.

Limitations on Control. Notwithstanding any other provision of ---------------------- this Trust Agreement, but subject to Sections 12.02 and 12.04paragraph (b) of this Section 2.03, the Owner Participant will have no rights or powers to direct, influence or control the Owner Trustee in the performance of the Owner Trustee’s 's duties under this Trust Agreement in connection with any matters involving the ownership and operation of the Aircraft by the Owner Trustee. In all such mattersmatters involving the ownership and operation of the Aircraft by the Owner Trustee, the Owner Trustee shall have absolute and complete discretion in connection therewith and shall be free of any kind of influence or control whatsoever by the Owner Participant, and the Owner Trustee shall exercise its duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee as it, in its discretion, shall deem necessary to protect the interests of the United States, notwithstanding any countervailing interest of any foreign power which, or whose citizens, may have a direct or indirect interest in the Owner Participant, Participant and any such action by the Owner Trustee shall not be considered malfeasance or in breach of any obligation which the Owner Trustee might otherwise have to the Owner Participant; provided, however, -------- ------- that subject to the foregoing limitations, the Owner Trustee shall exercise its discretion in all matters involving the ownership and operation of the Aircraft by the Owner Trustee (a) with due regard for the interests of the Owner Participant Participant. In exercising any of its rights and (b) in a manner not inconsistent with the provisions of the 1 Provision subject to change pursuant to FAA regulations regarding NCT. Operative Documents; provided, further, that Owner Participant may confer with Owner Trustee and/or Owner Trustee may consult with Owner Participant duties under this Trust Agreement in connection with such matters involving which may arise not relating to the ownership and operation of the Aircraft (it being understood that any adviceAircraft, opinion or suggestion obtained by Owner Trustee in the course of such conferring or consulting shall not be binding on Owner Trustee, but that Owner Trustee shall be free permitted to follow or disregard such advice, opinion or suggestion in seek the exercise advice of its discretion). In addition, the Owner Participant may not remove before taking, or refraining from taking, any action with respect thereto. The Owner Trustee or any successor Owner Trustee appointed hereunder, except for cause. Owner Trustee agrees to promptly shall notify the Owner Participant of the its exercise of its rights and duties under this Trust Agreement in connection with matters involving the ownership and operation of the Aircraft by the Owner Trustee.