Common use of Maintenance and Operation Clause in Contracts

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.

Maintenance and Operation. The Lessee, at its own cost and expense, will at all times during the Term: (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered in compliance with all CAA regulations applicable to XxXxxxxxx Xxxxxxx MD 82 aircraft, certificated for interstate and overseas operation under Finnish Applicable Law or such other Applicable Law of such other Applicable Jurisdiction, as the case may be, and to be and remain duly registered in with the name of Lessor CAA in accordance with the Act and otherwise registered under all applicable laws in the name of the United States so Lessor as to be eligible to operate in commercial air service under the Actowner; and (iiiii) will maintain, operate, service, repair, inspect, test, maintain overhaul and overhaul test the Airframe, Airframe and each Engine (including but not limited to all program monitoring, program reliability and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times program reporting requirements under the Approved Maintenance Program and the Act), except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of same manner and with the same care as used by the Lessee with similar equipmentaircraft operated by the Lessee, and (D) in such manner condition as may be necessary to maintain in full force all warranties enable the airworthiness certificate of the manufacturers thereof. Lessee shall Aircraft to be maintained in good standing at all times under the Act, Finnish Applicable Law or such other Applicable Law of such other Applicable Jurisdiction as the case may be, and in accordance with all manufacturers' mandatory service bulletins with respect thereto, (iii) maintain all records, logs logs, manuals, manufacturer's service bulletins, CAA and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all FAA airworthiness directives, mandatory notes engineering and modification orders, and other Records and data required by Finnish Applicable Law or modifications or similar requirements affecting such other Applicable Law of such other Applicable Jurisdiction as the same case may be, to be maintained in respect of the Airframe and each Engine; (including those issued iv) perform all obligations required to be performed by it under the terms of all applicable warranties, service life policies and patent indemnities of the manufacturer or supplier) supplier of the Aircraft or any Part thereof, in such condition so as to respect of the Aircraft or any part thereof. The Lessee shall comply with this Lease all (i) applicable requirements of Finnish Applicable Law or such other Applicable Law of such Applicable Jurisdiction, as the case may be, and all other applicable environmental, noise, air pollution and other similar standards of Finland or such other Applicable Jurisdiction, as the case may be, and the rules and regulations of the FAA International Civil Aviation Organization in effect from time to time in force and applicable to the extent that such standards are required to be complied with (without regard to any exemption waiving or delaying compliance therewith applicable solely to the Lessee's use of the Aircraft but not applicable or available generally to any one or more other European operators) and (ii) the Lessee, at its own expense, forthwith upon the delivery thereof hereunder, shall cause the Aircraft to be duly registered (provided the Lessor or its designee is eligible to be the registered owner of the Aircraft) and at all times thereafter to remain duly registered in compliance (provided the Lessor or its designee is eligible to be the registered owner of the Aircraft) with all Finnish registration and airworthiness requirements or those of any other Applicable Jurisdiction, Engines and Spare Enginesas the case may be. Neither The Lessee agrees that the Airframe nor any Engine nor any Spare and each Engine will not be maintained, serviced, repaired, overhauled, tested, used or operated operated: (A) in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), ) or other Applicable Law or in violation of any the airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration certificates of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith Aircraft; (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (IB) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an by, or in any manner or for any purpose inconsistent with the terms of, any insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use required by the United States terms of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, 11 hereof; or (IIC) in any recognized or threatened area of hostilities unless fully covered to the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such Lessor's satisfaction by war risk insurance.

Maintenance and Operation. Lessee, 10.1 During the Standby Sub-Lease Period the Sub-Lessee shall at its own cost expense maintain the Equipment and expense, (i) will be a "citizen every part of the United States" as defined Equipment in Section 40102(15) a good state of Title 49 of the United States Code repair, in efficient operating condition and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in good commercial air service under the Act; and maintenance practice (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary fair wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, expected) and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease the provisions of all regulations and the rules and regulations of the FAA requirements (statutory or otherwise) from time to time in force and applicable to the AircraftEquipment, Engines and Spare Engines. Neither wherever the Airframe nor any Engine nor any Spare Engine will Equipment may be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, located. 10.2 The Sub-Lessee shall be permitted at its own cost and expense, will conform thereto risk to make such substitutions of or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered modifications to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent all or any Lender. Lessee will not operate, use or locate part of the Airframe or any Engine or Spare Engine, Equipment (Iincluding the fitting of additional equipment) in any area in which any insurance as are required to be maintained pursuant to Section 14 shall not be at ensure the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract Equipment's compliance with the Government of DOR and the United States of America Functional Specification and its mobilisation and operation under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Enterprise Contracts. 10.3 The Sub-Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, do anything which, or nor omit to do anything the omission of which, prejudices any right which the Standby Lessor may invalidate have against a manufacturer or supplier of any part of the Equipment in respect of the Equipment of any part thereof. 10.4 The Standby Lessor shall have the right at all reasonable times and intervals to inspect or survey the Equipment to ascertain the condition of the Equipment and satisfy itself that the Equipment is being properly repaired and maintained in accordance with the provisions of this Agreement. The Sub-Lessee shall afford all proper and reasonable facilities for inspection. Each party shall bear its own costs in relation to surveys. 10.5 The Sub-Lessee shall have the use of all such insurancebooks, manuals, handbooks, data, drawings and such other documentation (including updating documentation to include modifications) in regard to the Equipment, and the same or their substantial equivalent shall be returned to the Standby Lessor on redelivery in good order and condition fair wear and tear alone expected. 10.6 Notwithstanding the provisions of Clauses 10.1 to 10.5, during the Security Period the Sub-Lessee shall comply with covenants contained in clause 10 of the General Assignment.

Maintenance and Operation. Lessee(a) Except as provided in Clause 20, at its own cost and expense, (i) will the Vessel shall during the Charter Period be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act full possession and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time absolute disposal for all purposes of grounding) registered Charterers and under their complete control in every respect. Charterers hereby covenant and agree with Owners that during the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then Charter Period (and subject to the provisions of Section 13 hereofClause 13): (i) Charterers will at their expense maintain the Vessel, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the her machinery, cargo handling equipment, boilers, appurtenances and spare parts in a good state of repair and in efficient operating condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection good commercial maintenance practice commensurate with other vessels in Charterers’ fleet of similar size and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereundertrade, ordinary wear and tear excepted, which practices shall ; and (ii) Charterers will at all times be at or above their expense keep the standard Vessel with unexpired classification in accordance with the highest classification of a classification society that is a member of the industry in the United States for prudent maintenance International Association of similar equipment, and (DClassification Societies as shall previously have been approved by Owners) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine certificates in force and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes shall make any improvement or modifications structural changes or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as acquire any new equipment necessary to comply with the requirements of such classification; and (iii) Charterers shall be at liberty to fit any additional equipment required for the services of Charterers, beyond that on board at the commencement of this Lease Charter, such work to be done at Charterers’ expense and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authorityon their time, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, equipment may be removed by Charterers at its own their cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, on their time at any time (provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which removal does not, in Lessor's and Agent's opinion (in their sole discretion), not adversely affect the interests class or seaworthiness of Lessor, Agent the Vessel) prior to the expiration or any Lenderother termination of the Charter. Lessee The Vessel is to be redelivered to Owners in the same condition and class as that in which she is delivered by Owner, ordinary wear and tear excepted and any additional equipment that cannot be or is not so removed shall become the property of Owners; and (iv) Charterers shall not permit the Vessel to proceed to any port which is then subject to a prohibition by the government of the Registration Jurisdiction or the national government of the port in question; and (v) in the event of hostilities in any part of the world (whether war be declared or not) Charterers will not operate, use employ the Vessel nor suggest her employment in carrying any goods which are declared contraband nor suffer her to enter or locate trade to any zone which is declared a War Zone by the Airframe or any Engine or Spare Engine, (I) War Risks Insurers unless Charterers have made arrangements with the said insurers for the payment of such additional premiums as said insurers may require to maintain the relevant insurances in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy zone in effect with respect to of which the Airframe or such Engine or Spare Engine, except in War Risks Insurers have withdrawn cover for the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or Vessel; and (IIvi) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall Charterers will not use the Aircraft or any Spare Engine nor suffer it to be used Vessel in any manner or for any purpose excepted from any of the insurance on policy or policies taken out in respect of the Aircraft or Spare Engine compliance with Clause 11 hereof or for the purpose of carriage of goods of any description excepted from such the said insurance nor do, policy or policies and shall not do or permit to be done, done anything which, or omit which could reasonably be expected to do anything the omission of which, may invalidate any of the said insurance policy or policies; and (vii) Charterers will not use the Vessel in any manner or for any purpose or trade or permit or suffer to be done any act which will prejudice Owners’ ownership of the Vessel or any part thereof. (b) During the Charter Period, Charterers shall at their own expense or by their own procurement man, victual, navigate, operate, supply, fuel and repair the Vessel whenever required and shall, as between themselves and Owners, be responsible for all charges and expenses of every kind and nature whatsoever incidental to their use and operation of the Vessel under this Charter, including any foreign, general, municipal, value added or other taxes except that Charterers shall not be responsible for Owners’ documentation costs under clause 6(a) or for Owner Taxes. During the Charter Period, the master, officers and crew of the Vessel shall be engaged and employed by Charterers and shall remain Charterers’ servants, navigating, managing and working the Vessel on behalf of and at the risk of Charterers. (c) As between themselves and Owners, Charterers shall also be responsible for any charges and expenses incidental to the use and operation of the Vessel while under requisition for hire, during the Charter Period. The foregoing provision of this sub-clause shall be without prejudice to the rights of Owners and Charterers against other parties in respect of any such insurancecharges or expenses. Charterers shall, subject to the prior written approval of Owners (such approval not to be unreasonably withheld), be entitled to take action in the name of Owners against other parties in respect of such charges or expenses. If as a result of any such action any moneys are received the same shall be recovered by Charterers. (d) Charterers shall make no changes in the structure of the Vessel nor major changes in her machinery, appurtenances, spareparts or boilers without in each instance first securing the written approval of Owners, which approval shall not be unreasonably withheld. Provided that if any such changes are required to meet classification society requirements, applicable regulations and/or any relevant laws Owners shall not withhold such approval and Charterers shall not be obliged to reinstate the Vessel to its condition prior to the making of such changes. (e) Charterers shall drydock the Vessel and clean and paint her underwater parts in accordance with good commercial practice, but not less than as may be required by the relevant classification society as provided in 7(a)(ii) to maintain the Vessel’s highest classification. (f) Owners (or such persons as they shall appoint or authorize) shall have the right at any time on reasonable notice, and in a manner which shall not interfere with the Vessel’s trading requirements to inspect or survey the Vessel in order to ascertain the condition of the Vessel and to satisfy themselves that the Vessel is being properly repaired and maintained in accordance with the provisions of this Charter. Inspection or survey in drydock shall be made only when the Vessel is in drydock under the provisions of sub-clause (e) of this Clause. However, Owners shall have the right to require the Vessel to be drydocked for inspection, if Charterers are not docking her at the required classification intervals. The costs incurred in respect of such drydocking and any inspection or survey made under this sub-clause shall be paid by Charterers to Owners. All repairs as shall be shown to be required by any inspection or survey shall be made at Charterers’ expense and shall be completed within a reasonable period of time or such other period as is specified by the relevant classification society referred to in Clause 7(a)(ii). Time taken in respect of inspection, survey or repairs shall form part of the Charter Period. Charterers shall whenever requested, on reasonable notice, permit Owners to inspect the Vessel’s log books and furnish Owners promptly with full information regarding any casualties or other damage to the Vessel. (g) Owners shall not be liable for any expense in repairing or maintaining the Vessel or be liable to supply a vessel or any part thereof in lieu if the Vessel or any part thereof is lost, damaged, rendered unfit for use, confiscated, seized, requisitioned, restrained or appropriated and the Charter Hire payable in respect of the Vessel shall continue to be payable notwithstanding loss or damage (not amounting to a Total Loss) to the Vessel or any part thereof (and notwithstanding that the Vessel or any part thereof is rendered unfit for use or is requisitioned for hire). In the event of a Total Loss the provisions of Clause 12 shall apply; (h) Charterers shall not have or be deemed to have any authority to pledge Owners’ credit for any purpose, including any maintenance overhauls, replacements, repairs and modification of the Vessel.

Maintenance and Operation. The Lessee, at its own cost and expense, until the expiration or earlier termination of this Lease, (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Federal Aviation Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered with the FAA in the name of the Lessor in accordance with the Federal Aviation Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Federal Aviation Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine Airframe and each Spare Engine and Engine, install replacement equipment and parts on the Airframe, Airframe and each Engine and each Spare Engine maintain the Technical Records (A) so as to keep the Airframe, each Engine Airframe and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be utilized in commercial operationsoperations in the United States, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Federal Aviation Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if if, following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then then, subject to the provisions of Section 13 hereof, so long as the Lessee is diligently taking or causing to be taken all necessary action promptly to promptly correct the condition which that caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with the Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by the Lessee with respect to the same or similar aircraft and engines owned or operated by the Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof, and (E) to enable the Lessee to deliver the Aircraft to the Lessor in accordance with Section 8. The Lessee shall maintain all records, logs and other materials which that may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be so utilized. The Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines Aircraft and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, the Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that the Lessee may, in good faith (after having delivered to the Lessor and the Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which that does not, in the Lessor's and the Agent's opinion (in their sole discretion), adversely affect the interests of the Lessor, the Agent or any Lender. The Lessee covenants and agrees with the Lessor that, the better to ensure the availability of the benefits of Section 1110 of the Bankruptcy Code, the Lessee shall not object to any motion, petition or application filed by the Lessor with any bankruptcy court having jurisdiction over the Lessee, solely as to the portion thereof that seeks, and to the extent that such motion, petition or application seeks, a determination that such Section 1110 of the Bankruptcy Code applies to the lease of the Aircraft hereunder. In the event that Section 1110 is amended, or if it is repealed and another statute is enacted in lieu thereof, the Lessor and the Lessee (at the Lessee's expense) agree to amend this Lease and take such other action not inconsistent with this Lease as the Lessor reasonably deems necessary so as to afford to the Lessor the rights and benefits as such amended or substituted statute confers upon owners, lessors and conditional vendors of aircraft similarly situated to the Lessor. The Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if the Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. The Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.

Maintenance and Operation. Lessee, at its own cost and expense, will (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines Air- craft to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine Airframe and each Spare Engine and install replacement equipment and parts on the Airframe, Airframe and each Engine and install replacement equipment and parts on the Airframe and each Spare Engine (A) so as to keep the Airframe, each Engine Airframe and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be utilized in commercial operations, operations (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines Aircraft and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.

Maintenance and Operation. Lessee, at its own cost The Owner agrees that from and expense, after the date of this Agreement until the termination of this Agreement with respect to each Development Property (so long as it is a Development Property): (i) it will be a "citizen not mortgage or encumber any part of the United States" any Development Property or take, permit or suffer any other action affecting title to any Development Property without prior BPLP Consent (other than Permitted Exceptions and as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificatesotherwise contemplated by this Agreement); (ii) it will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine not enter into (A) so as contracts of any kind (other than leases) relating to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operationsany Development Property without BPLP Consent, (B) so as leases or other occupancy agreements of any kind relating to enable the airworthiness certification Development Properties without the prior approval of the Airframe to be maintained in good standing at all times under the ActBPLP, except when aircraft of the same type, model (x) such contracts or series leases as the Airframe (powered by engines of the same type as those with which the Airframe shall will be equipped or may be terminated at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject or prior to the provisions of Section 13 hereof, so long as Lessee is diligently taking applicable Closing Date without cost or causing expense to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawalOwnership Entity and (y) the Owner may enter into (and amend or extend existing) leases for farming or similar activities in a manner substantially consistent with past practice, (Ciii) it will not amend or modify the Covance Documents without prior BPLP Consent; and (iv) it and the D/M Company will take commercially reasonable steps to maintain the Development Properties and the Withdrawn Properties pre-stabilization (other than the Transferred Properties) in material compliance with law (in accordance with Lessee's FAA-approved maintenance, inspection past practice) and maintenance control programs, and in the same manner and to cooperate with the same care used by Lessee with respect D/M Company in maintaining all licenses, permits and governmental approvals and rights to develop the Development Properties and the Withdrawn Properties pre-stabilization (other than the Transferred Properties). The Owner will not modify or amend the Master Plan or the Site Plans without BPLP Consent, except for the modifications proposed in Second Amendment to the same or similar aircraft and engines owned or operated by Lessee so as Preliminary Approval for the West Side (copies of which have been provided to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereofBPLP). Lessee shall maintain all records, logs and other materials which may be required to The Owner will permit the AirframeD/M Company and BPLP and their representatives to participate in any discussion, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects hearings or proceedings with all airworthiness directivesAuthorities concerning the Approvals, mandatory notes the Site Plans or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith Master Plan and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application provide reasonable advance notice of any such lawdiscussions, rulehearings or proceedings (other than the July 1, regulation or order in any reasonable manner which does not1998 board meeting). Without prior BPLP consent, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee Owner will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall amend its limited liability company agreement and Xxxxxx will not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government otherwise relinquish control of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction Owner or failure its managing member (other than to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurancea Xxxxxx-controlled entity with BPLP Consent).

Maintenance and Operation. Lessee, at its own cost and expense, will (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine Airframe and each Spare Engine and install replacement equipment and parts on the Airframe, Airframe and each Engine and install replacement equipment and parts on the Airframe and each Spare Engine (A) so as to keep the Airframe, each Engine Airframe and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be utilized in commercial operations, operations (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect re- spect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine Airframe and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines Aircraft and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.be

Maintenance and Operation. Lessee(a) Except as provided in Clause 20, at its own cost and expense, (i) will the Vessel shall during the Charter Period be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act full possession and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time absolute disposal for all purposes of grounding) registered Charterers and under their complete control in every respect. Charterers hereby covenant and agree with Owners that during the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then Charter Period (and subject to the provisions of Section 13 hereofClause 13): (i) Charterers will at their expense maintain the Vessel, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the her machinery, cargo handling equipment, boilers, appurtenances and spare parts in a good state of repair and in efficient operating condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection good commercial maintenance practice commensurate with other vessels in Charterers' fleet of similar size and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereundertrade, ordinary wear and tear excepted, which practices shall ; and (ii) Charterers will at all times be at or above their expense keep the standard Vessel with unexpired classification in accordance with the highest classification of a classification society that is a member of the industry in the United States for prudent maintenance International Association of similar equipment, and (DClassification Societies as shall previously have been approved by Owners) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine certificates in force and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes shall make any improvement or modifications structural changes or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as acquire any new equipment necessary to comply with the requirements of such classification; and (iii) Charterers shall be at liberty to fit any additional equipment required for the services of Charterers, beyond that on board at the commencement of this Lease Charter, such work to be done at Charterers' expense and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authorityon their time, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, equipment may be removed by Charterers at its own their cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, on their time at any time (provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which removal does not, in Lessor's and Agent's opinion (in their sole discretion), not adversely affect the interests class or seaworthiness of Lessor, Agent the Vessel) prior to the expiration or any Lenderother termination of the Charter. Lessee The Vessel is to be redelivered to Owners in the same condition and class as that in which she is delivered by Owner, ordinary wear and tear excepted and any additional equipment that cannot be or is not so removed shall become the property of Owners; and (iv) Charterers shall not permit the Vessel to proceed to any port which is then subject to a prohibition by the government of the Registration Jurisdiction or the national government of the port in question; and (v) in the event of hostilities in any part of the world (whether war be declared or not) Charterers will not operate, use employ the Vessel nor suggest her employment in carrying any goods which are declared contraband nor suffer her to enter or locate trade to any zone which is declared a War Zone by the Airframe or any Engine or Spare Engine, (I) War Risks Insurers unless Charterers have made arrangements with the said insurers for the payment of such additional premiums as said insurers may require to maintain the relevant insurances in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy zone in effect with respect to of which the Airframe or such Engine or Spare Engine, except in War Risks Insurers have withdrawn cover for the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or Vessel; and (IIvi) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall Charterers will not use the Aircraft or any Spare Engine nor suffer it to be used Vessel in any manner or for any purpose excepted from any of the insurance on policy or policies taken out in respect of the Aircraft or Spare Engine compliance with Clause 11 hereof or for the purpose of carriage of goods of any description excepted from such the said insurance nor do, policy or policies and shall not do or permit to be done, done anything which, or omit which could reasonably be expected to do anything the omission of which, may invalidate any of the said insurance policy or policies; and (vii) Charterers will not use the Vessel in any manner or for any purpose or trade or permit or suffer to be done any act which will prejudice Owners' ownership of the Vessel or any part thereof. (b) During the Charter Period, Charterers shall at their own expense or by their own procurement man, victual, navigate, operate, supply, fuel and repair the Vessel whenever required and shall, as between themselves and Owners, be responsible for all charges and expenses of every kind and nature whatsoever incidental to their use and operation of the Vessel under this Charter, including any foreign, general, municipal, value added or other taxes except that Charterers shall not be responsible for Owners' documentation costs under clause 6(a) or for Owner Taxes. During the Charter Period, the master, officers and crew of the Vessel shall be engaged and employed by Charterers and shall remain Charterers' servants, navigating, managing and working the Vessel on behalf of and at the risk of Charterers. (c) As between themselves and Owners, Charterers shall also be responsible for any charges and expenses incidental to the use and operation of the Vessel while under requisition for hire, during the Charter Period. The foregoing provision of this sub-clause shall be without prejudice to the rights of Owners and Charterers against other parties in respect of any such insurancecharges or expenses. Charterers shall, subject to the prior written approval of Owners (such approval not to be unreasonably withheld), be entitled to take action in the name of Owners against other parties in respect of such charges or expenses. If as a result of any such action any moneys are received the same shall be recovered by Charterers. (d) Charterers shall make no changes in the structure of the Vessel nor major changes in her machinery, appurtenances, spareparts or boilers without in each instance first securing the written approval of Owners, which approval shall not be unreasonably withheld. Provided that if any such changes are required to meet classification society requirements, applicable regulations and/or any relevant laws Owners shall not withhold such approval and Charterers shall not be obliged to reinstate the Vessel to its condition prior to the making of such changes. (e) Charterers shall drydock the Vessel and clean and paint her underwater parts in accordance with good commercial practice, but not less than as may be required by the relevant classification society as provided in 7(a)(ii) to maintain the Vessel's highest classification. (f) Owners (or such persons as they shall appoint or authorize) shall have the right at any time on reasonable notice, and in a manner which shall not interfere with the Vessel's trading requirements to inspect or survey the Vessel in order to ascertain the condition of the Vessel and to satisfy themselves that the Vessel is being properly repaired and maintained in accordance with the provisions of this Charter. Inspection or survey in drydock shall be made only when the Vessel is in drydock under the provisions of sub-clause (e) of this Clause. However, Owners shall have the right to require the Vessel to be drydocked for inspection, if Charterers are not docking her at the required classification intervals. The costs incurred in respect of such drydocking and any inspection or survey made under this sub-clause shall be paid by Charterers to Owners. All repairs as shall be shown to be required by any inspection or survey shall be made at Charterers' expense and shall be completed within a reasonable period of time or such other period as is specified by the relevant classification society referred to in Clause 7(a)(ii). Time taken in respect of inspection, survey or repairs shall form part of the Charter Period. Charterers shall whenever requested, on reasonable notice, permit Owners to inspect the Vessel's log books and furnish Owners promptly with full information regarding any casualties or other damage to the Vessel. (g) Owners shall not be liable for any expense in repairing or maintaining the Vessel or be liable to supply a vessel or any part thereof in lieu if the Vessel or any part thereof is lost, damaged, rendered unfit for use, confiscated, seized, requisitioned, restrained or appropriated and the Charter Hire payable in respect of the Vessel shall continue to be payable notwithstanding loss or damage (not amounting to a Total Loss) to the Vessel or any part thereof (and notwithstanding that the Vessel or any part thereof is rendered unfit for use or is requisitioned for hire). In the event of a Total Loss the provisions of Clause 12 shall apply; (h) Charterers shall not have or be deemed to have any authority to pledge Owners' credit for any purpose, including any maintenance overhauls, replacements, repairs and modification of the Vessel.

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of During the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare EngineTerm, Lessee, at its own cost and expense, will conform thereto shall (i) maintain, inspect, service, repair, overhaul and test the Airframe and each Engine in accordance with FAA approved and Manufacturer's recommended maintenance programs, including, without limitation, the MSP Contract; (ii) maintain (in the English language) all Records and (iii) promptly furnish to Lessor such information as may be required to enable Lessor to file any reports required by any governmental authority as a result of Lessor's ownership of the Aircraft. All maintenance procedures shall be performed in accordance with all FAA and Manufacturer's standards and procedures by properly trained, licensed, and certified maintenance sources and maintenance personnel at a Cessna Citation Service Center utilizing replacement parts approved by the FAA and the Manufacturer, so as to keep the Airframe and each Engine and Part in good operating condition, ordinary wear and tear alone excepted, and to enable the airworthiness certificate for the Aircraft to be continually maintained. In the event any Engine is damaged or obtain conformance therewith is being inspected or overhauled and will maintain provided no Event of Default or Default has occurred and is continuing, Lessee, at its option, may substitute another engine of the same in proper operating condition under make and model as the Engine being repaired or overhauled provided such laws, rules, regulations Engine is approved by the FAA and orders, provided, however, that Lessee may, in good faith the manufacturer of the Airframe for use on the Aircraft (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation substitute engine being hereinafter referred to as a "LOANER ENGINE") during the period of such repair or order in any reasonable manner which does not, in Lessor's overhaul and Agent's opinion provided further (in their sole discretion), adversely affect x) installation of the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Loaner Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage is performed by an insurance policy in effect FAA and manufacturer certified mechanic with respect to an aircraft of the type of the Aircraft, (y) the Loaner Engine is removed and the repaired or overhauled original Engine is reinstalled on the Airframe promptly upon completion of the repair or such overhaul of the original Engine but in no event later than the expiration, cancellation or Spare Engine, except in earlier termination of the case of a requisition for use by Term and (z) the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Loaner Engine is operated or used under contract with the Government free and clear of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract all Liens and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used is maintained in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceaccordance herewith.

Maintenance and Operation. Lessee, (a) The Vessel shall during the Charter period be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" as defined Charterers and under their complete control in Section 40102(15) every respect. The Charterers shall maintain the Vessel, her machinery, boilers, appurtenances and spare parts in a good state of Title 49 of the United States Code repair, in efficient operating condition and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with good commercial maintenance practice and, except as provided for in Clause 13(f), they shall keep the Act and otherwise registered under all applicable laws Vessel with unexpired classification of the United States so as class indicated in Box 10 and with other required certificates in force at all times. The Charterers to be eligible take immediate shape to operate in commercial air have the necessary repairs done within a reasonable time failing which the Owners shall have the right of withdrawing the Vessel from the service of the Charterers without noting any protest and without prejudice to any claim the Owners may otherwise have against the Charterers under the Act; Charter. Unless otherwise agreed, in the event of any improvement, structural changes or expensive new equipment becoming necessary for the continued operation of the Vessel by reason of new class requirements or by compulsory legislation costing more than 5 per cent of the Vessel's marine insurance value as stated in Box 27, then the extent, if any, to which the rate of hire shall be varied and (iii) will servicethe ratio in which the cost of compliance shall be shared between the parties concerned in order to achieve a reasonable distribution thereof as between the Owners and the Charterers having regard, repairinter alia, inspectto the length of the period remaining under the Charter, testshall in the absence of agreement, be referred to arbitration, according to Clause 26. The Charterers are required to establish and maintain financial security or responsibility in respect of all or other pollution damages as required by any government, including federal, state or municipal or other division of authority thereof, to enable the Vessel, without penalty or charge, lawfully to enter, remain at, or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of the Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division of authority thereof. The Charterers shall make and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Charterers' sole expense and the Charterers shall indemnify the Owners against all consequences whatsoever (including loss of time) for any failure or inability to do so. (b) The Charterers shall at their own expense and by their own procurement man, victual, navigate, operate, supply, fuel, and repair the Vessel whenever required during the Charter period and they shall pay all charges and expenses of every kind and nature whatsoever incidental to permit their use and operation of the AirframeVessel under this Charter, each Engine including any foreign general municipality and/or state taxes. The Master, officers and each Spare Engine crew of the Vessel shall be the servants of the Charterers for all purposes whatsoever, even if for any reason appointed by the Owners. Charterers shall comply with the regulation regarding officers and crew in force in the country of the Vessel's flag or any other applicable law. (c) During the currency of this Charter, the Vessel shall retain her present name as indicated in Box 5 and shall remain under and fly the flag as indicated in Box 5. Provided, however, that the Charterers shall have the liberty to paint the Vessel in their own colours, install and display their funnel insignia and fly their own house flag. Painting and re-painting, installment and re-installment to be utilized for the Charterers' account and time used thereby to count as time on hire. (d) The Charterers shall make no structural changes in commercial operationsthe Vessel or changes in the machinery, (B) boilers, appurtenances or spare parts thereof without in each instance first securing the Owners' approval thereof. If the Owners so as agree, the Charterers shall, if the Owners so require, restore the Vessel to enable its former condition before the airworthiness certification termination of the Airframe to be maintained in good standing at Charter. (e) The Charterers shall have the use of all times under outfit, equipment, and appliances on board the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped Vessel at the time of grounding) registered in delivery, provided the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate name of the Aircraft their substantial equivalent shall be withdrawn, then subject returned to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and Owners on redelivery in the same manner good order and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunderreceived, ordinary wear and tear excepted, which practices . The Charters shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable during the Charter period replace such items of equipment as shall be so damaged or worn as to the Aircraft, Engines and Spare Enginesbe unfit for use. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used The Charterers are to procure that all repairs to or operated in violation replacement of any 62 law damaged, worn or any rule, regulation lost parts or order equipment be effected in such manner (both as regards workmanship and quality of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating material) as not to diminish the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration value of the Airframe or any Engine or Spare Engine, Lessee, Vessel. The Charterers have the right to fit additional equipment at its own cost their expense and expense, will conform thereto or obtain conformance therewith and will maintain risk but the same in proper operating condition under Charterers shall remove such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine equipment at the end of the term period of such contract requested by the Owners. Any equipment including radio equipment ono hire on the Vessel at time of delivery shall be kept and maintained by the Charterers and the Charterers shall assume the obligations and liabilities of the Owners under any issued contracts in connection therewith and shall reimburse the Owners for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used all expenses incurred in any manner or connection therewith, also for any purpose excepted from any of new equipment required in order to comply with radio requirements. (f) The Charterers shall dry-dock the insurance on or Vessel and clean and paint her underwater parts whenever the same may be necessary, but not less than once in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceevery eighteen calendar months after delivery unless otherwise agreed in Box 18.

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of During the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare EngineTerm, Lessee, at its own cost and expense, will conform thereto shall (i) maintain, inspect, service, repair, overhaul and test the Airframe and each Engine in accordance with the FAR, FAA-approved Instructions for Continued Airworthiness, and the Manufacturers' recommended inspection and maintenance programs; (ii) maintain (in the English language) all Records and (iii) promptly furnish to Lessor such information as may be required to enable Lessor to file any reports required by any governmental authority as a result of Lessor's ownership of the Aircraft. All maintenance procedures shall be performed in accordance with all FAA and Manufacturer's standards and procedures by properly trained, U.S. licensed, and certified maintenance sources and maintenance personnel utilizing replacement parts approved by the FAA or obtain conformance therewith the Manufacturer, so as to keep the Airframe and will maintain each Engine and Part in good operating condition, ordinary wear and tear alone excepted, and to enable the airworthiness certificate for the Aircraft to be continually maintained. In the event any Engine is damaged or is being inspected or overhauled and provided no Event of Default or Default has occurred and is continuing, Lessee, at its option, may substitute another engine of the same in proper operating condition under make and model as the Engine being repaired or overhauled provided such laws, rules, regulations Engine is approved by the FAA and orders, provided, however, that Lessee may, in good faith the manufacturer of the Airframe for use on the Aircraft (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation substitute engine being hereinafter referred to as a "Loaner Engine") during the period of such repair or order in any reasonable manner which does not, in Lessor's overhaul and Agent's opinion provided further (in their sole discretion), adversely affect x) installation of the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Loaner Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage is performed by an insurance policy in effect FAA certificated and manufacturer designated maintenance facility or mechanic with respect to an aircraft of the type of the Aircraft, (y) the Loaner Engine is removed and the repaired or overhauled original Engine is reinstalled on the Airframe promptly upon completion of the repair or such overhaul of the original Engine but in no event later than the expiration, cancellation or Spare Engine, except in earlier termination of the case of a requisition for use by Term and (z) the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Loaner Engine is operated or used under contract with the Government free and clear of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract all Liens and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used is maintained in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceaccordance herewith.

Maintenance and Operation. Lessee, (a) The Vessel shall during the Charter period be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" as defined Subcharterers and under their compete control in Section 40102(15) every respect. The Subcharterers shall maintain the Vessel, her machinery boilers appurtenances and spare parts in a good state of Title 49 of the United States Code repair in efficient operating condition and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with good commercial maintenance practice and, except as provided for in Clause 13 (1) they shall keep the Act and otherwise registered under all applicable laws Vessel with unexpired classification of the United States so as class indicated in Box 10 and with other required certificates in force at all times. The Subcharterers to be eligible take immediate steps to operate in commercial air have the necessary repairs done within a reasonable time failing which the Charterer shall have the right of withdrawing the Vessel from the service of the Subcharterers without noting any protest and without prejudice to any c laim the Charterer may otherwise have against the Subcharterers under the Act; Charter. Unless otherwise agreed, in the event of any improvement, structural changes or expensive new equipment becoming necessary for the continued operation of the Vessel by reason of new class requirements or by compulsion legislation costing more than 5 per cent, of the Vessel's marine insurance value as stated in Box 27, then the extent, if any, to which the rate of hire shall be varied and (iii) will servicethe ratio in which the cost of compliance shall be shared between the parties concerned in order to achieve a reasonable distribution thereof as between the Charterer and the Subcharterers having regard, repairinter alia, inspectof the length of the period remaining under the Charter, testshall in the absence of agreement, be referred to arbitration according to Clause 26. The Subcharterers are required to establish and maintain financial security or responsibility in respect of oil or other pollution damage as required by any government, including Federal state or municipal or other division or authority thereof, to enable the Vessel, without penalty or charge, lawfully to enter, remain at or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of this Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division or authority thereof. The Subcharterers shall make and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Subcharterers' sole expense and the Subcharterers shall indemnify the Charterer against all consequences whatsoever (including loss of time) for any failure or inability to do so. (b) The Subcharterers shall at their own expense and by their own procurement man, victual, navigate operate, supply, fuel and repair the vessel whenever required during the Charter period and they shall pay all charges and expenses of every kind and nature whatsoever incidental to permit their use and operation of the AirframeVessel under this Charter, each Engine including any foreign general municipality and/or state taxes. The Master, officers and each Spare Engine crew of the Vessel shall be the servants of the Subcharterers for all purposes whatsoever, even if for any reason appointed by the Charterer. Subcharterers shall comply with the regulations regarding officers and crew in force in the country of the Vessel's flag or any other applicable law. (c) During the currency of this Charter, the Vessel shall retain her present name as indicated in Box 5 and shall remain under and fly the flag as indicated in Box 5. Provided, however, that the Subcharterers shall have the liberty to paint the Vessel in their own colours, install and display their funnel insignia and fly their own house flag. Painting and re-painting, installment and re-installment to be utilized for the Subcharterers' account and time used thereby to count as time on hire. (d) The Subcharterers shall make no structural changes in commercial operationsthe Vessel or changes in the xxxxx xxxx, (B) boilers, appurtenances or spare parts thereof without in each instance first securing the Charterer' approval thereof. If the Charterer so as agree, the Subcharterers shall, if the Charterer so require, restore the Vessel to enable its former condition before the airworthiness certification termination of the Airframe to be maintained in good standing at Charter. (e) The Subcharterers shall have the use of all times under outfit, equipment and appliances on board the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped Vessel at the time of grounding) registered in delivery, provided the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft same or their substantial equivalent shall be withdrawn, then subject returned to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and Charterer on redelivery in the same manner good order and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunderreceived, ordinary wear and tear excepted, which practices . The Subcharterers shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable during the Charter period replace such items of equipment as shall be so damaged or worn as to the Aircraft, Engines and Spare Enginesbe unfit for use. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used The Subcharterers are to procure that all repairs to or operated in violation replacement of any 62 law damaged worn or any rule, regulation lost parts or order equipment be effected in such manner (both as regards workmanship and quality of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating materials) as not to diminish the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration value of the Airframe or any Engine or Spare Engine, Lessee, Vessel. The Subcharterers have the right to fit additional equipment at its own cost their expense and expense, will conform thereto or obtain conformance therewith and will maintain risk but the same in proper operating condition under Subcharterers shall remove such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine equipment at the end of the term period if requested by the Charterer. Any equipment including radio equipment on hire on the Vessel at time of such contract delivery shal l be kept and maintained by the Subcharterers and the Subcharterers shall assume the obligations and liabilities of the Charterer under any lease contracts in connection therewith and shall reimburse the Charterer for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used all expenses incurred in any manner or connection therewith, also for any purpose excepted from any of new equipment required in order to comply with radio regulations. (f) The Subcharterers shall dry-dock the insurance on or Vessel and clean and paint her underwater parts whenever the same may be necessary, but not less than once in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceevery eighteen calendar months after delivery unless otherwise agreed in Box 18.

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.

Maintenance and Operation. LesseeThe Vessel shall, during the Charter period, be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" as defined Charterers and under their complete control in Section 40102(15) every respect. The Charterers shall maintain the Vessel, her machinery, boilers, appurtenances and spare parts in a good state of Title 49 of the United States Code repair, in efficient operation condition, and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with good commercial maintenance practice, wear and tear always excepted and, except as provided for in Clause 13(1), they shall keep the Act and otherwise registered under all applicable laws Vessel with unexpired classification of the United States so as to be eligible to operate class indicated in commercial air service under the Act; and Box 10 (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in or such operating condition other class as may be assigned to the Vessel by any subsequent classification society) and with other required certificates in force at all times. The Charterers to take immediate steps to have material, necessary repairs done within a reasonable time failing which, after written notice and a reasonable opportunity to cure, the Owners shall have the right of withdrawing the Vessel from the service of the Charterers without noting any protest and without prejudice to any claim the Owners may otherwise have against the Charterers under the Charter. Unless otherwise agreed, in the event of any improvement, structural changes, or expensive new equipment becoming necessary for the continued operation of the Vessel by reason of the Vessel's marine insurance value as stated in Box 27, then the extent, if any, to which the rate of hire shall be varied and the ratio in which the cost of compliance shall be shared between the parties concerned in order to achieve a reasonable distribution thereof as between the Owners and the Charterers having regard, inter alia, to the length of the period remaining under the Charter, shall in the absence of agreement, be referred to arbitration according to Clause 79. The Charterers are required to permit the Airframeestablish and maintain financial security or responsibility in respect of oil or other pollution damage as required by any government, each Engine and each Spare Engine to be utilized in commercial operationsincluding federal, (B) so as state or municipal or other division or authority thereof, to enable the airworthiness certification Vessel, without penalty or charge, lawfully to enter, remain at, or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of this Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division or authority thereof. The Charterers shall make and maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Charterers' sole expense and the Charterers shall indemnify the Owners against all consequences whatsoever (including loss of time) for any failure or inability to do so. TOVALOP SCHEME. Deleted. (a) Charterers shall at their own expense and by their own procurement man, navigate, operate, supply, fuel and repair the Vessel whenever required during the Charter period and they shall pay all charges and expenses of every kind and nature whatsoever incidental to their use and operation of the Airframe Vessel under this Charter, including any foreign general municipality and/or state taxes. The Master, officers and crew of the Vessel shall be the servants of the Charterers for all purposes whatsoever, even if for any reason appointed by the Owners, Charterers shall comply with the regulations regarding officers and crew in force in the country of the Vessel's flag or any other applicable law. (b) During the currency of this Charter, the Vessel shall retain her present name as indicated in Box 5 and shall remain under and fly the flag as indicated in Box 5 (or the flag of the Bahamas). Provided, however, that the Charterers shall have the liberty to paint the Vessel in their own colors, install and display their funnel insignia and fly their own house flag. Painting and re-painting, installment and re-installment to be maintained for the Charterers account and time used thereby to count as time on hire. (c) The Charterers shall make no structural changes in good standing at all times under the ActVessel or changes in the machinery, except when aircraft boilers, appurtenances or spare parts thereof without in each instance first securing the Owners' approval thereof. If the Owners so agree, the Charterers shall, if the Owners so require, restore the Vessel to its former condition before the termination of the same type, model or series as Charter. (d) The Charterers shall have the Airframe (powered by engines use of all outfit equipment and appliances on-board the same type as those with which the Airframe shall be equipped Vessel at the time of grounding) registered in delivery, provided the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft same or their substantial equivalent shall be withdrawn, then subject returned to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and Owners on redelivery in the same manner good order and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunderreceived, ordinary wear and tear excepted, which practices . The Charterers shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable during the Charter period replace such items of equipment as shall be so damaged or worn as to the Aircraft, Engines and Spare Enginesbe unfit for use. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used The Charterers are to assure that all repairs to or operated in violation replacement of any 62 law damaged, worn or any rule, regulation lost parts or order equipment be effected in such manner (both as regards workmanship and quality of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating materials) as not to diminish the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration value of the Airframe or any Engine or Spare Engine, Lessee, Vessel. The Charterers have the right to fit additional equipment at its own cost their expense and expense, will conform thereto or obtain conformance therewith and will maintain risk but the same in proper operating condition under Charterers shall remove such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine equipment at the end of the term period if requested by the Owners. Any equipment including radio equipment on hire on the Vessel at time of such contract delivery shall be kept and maintained by the Charterers and the Charterers shall assume the obligations and liabilities of the Owners under any lease contracts in connection therewith and shall reimburse the Owners for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used all expenses incurred in any manner or connection therewith, also for any purpose excepted from any of new equipment required in order to comply with radio regulations. (e) The Charterers shall drydock the insurance on or Vessel and clean and paint her underwater parts whenever the same may be necessary, but not less than once in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceevery eighteen calendar months after delivery unless otherwise agreed in Box 18.

Maintenance and Operation. Lessee(a) The Vessel shall, during the Charter period, be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" as defined Charterers and under their complete control in Section 40102(15) every respect. The Charterers shall maintain the Vessel, her machinery, boilers, appurtenances and spare parts in a good state of Title 49 of the United States Code repair, in efficient operation condition, and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with good commercial maintenance practice, wear and tear always excepted and, except as provided for in Clause 13(1), they shall keep the Act and otherwise registered under all applicable laws Vessel with unexpired classification of the United States so as to be eligible to operate class indicated in commercial air service under the Act; and Box 10 (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in or such operating condition other class as may be assigned to the Vessel by any subsequent classification society) and with other required certificates in force at all times. The Charterers to take immediate steps to have material, necessary repairs done within a reasonable time failing which, after written notice and a reasonable opportunity to cure, the Owners shall have the right of withdrawing the Vessel from the service of the Charterers without noting any protest and without prejudice to any claim the Owners may otherwise have against the Charterers under the Charter. Unless otherwise agreed, in the event of any improvement, structural changes, or expensive new equipment becoming necessary for the continued operation of the Vessel by reason of the Vessel's marine insurance value as stated in Box 27, then the extent, if any, to which the rate of hire shall be varied and the ratio in which the cost of compliance shall be shared between the parties concerned in order to achieve a reasonable distribution thereof as between the Owners and the Charterers having regard, inter ail, to the length of the period remaining under the Charter, shall in the absence of agreement, be referred to arbitration according to Clause 79. The Charterers are required to permit the Airframeestablish and maintain financial security or responsibility in respect of oil or other pollution damage as required by any government, each Engine and each Spare Engine to be utilized in commercial operationsincluding federal, (B) so as state or municipal or other division or authority thereof, to enable the airworthiness certification Vessel, without penalty or charge, lawfully to enter, remain at, or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of this Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division or authority thereof. The Charterers shall make and maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Charterers' sole expense and the Charterers shall indemnify the Owners against all consequences whatsoever (including loss of time) for any failure or inability to do so. TOVALOP SCHEME. (Applicable to oil tank vessels only). - The Charterers are required to enter the Vessel under the TOVALOP SCHEME or under any similar compulsory scheme upon delivery under this Charter and to maintain her so during the currency of this Charter. (b) The Charterers shall at their own expense and by their own procurement man, navigate, operate, supply, fuel and repair the Vessel whenever required during the Charter period and they shall pay all charges and expenses of every kind and nature whatsoever incidental to their use and operation of the Airframe Vessel under this Charter, including any foreign general municipality and/or state taxes. The Master, officers and crew of the Vessel shall be the servants of the Charterers for all purposes whatsoever, even if for any reason appointed by the Owners, Charterers shall comply with the regulations regarding officers and crew in force in the country of the Vessel's flag or any other applicable law. (c) During the currency of this Charter, the Vessel shall retain her present name as indicated in Box D and shall remain under and fly the flag as indicated in Box 5 (or the flag of the Bahamas). Provided, however, that the Charterers shall have the liberty to paint the Vessel in their own colors, install and display their funnel insignia and fly their own house flag. Painting and re-painting, installment and re-installment to be maintained for the Charterers account and time used thereby to count as time on hire. (d) The Charterers shall make no structural changes in good standing at all times under the ActVessel or changes in the machinery, except when aircraft boilers, appurtenances or spare parts thereof without in each instance first securing the Owners' approval thereof. If the Owners so agree, the Charterers shall, if the Owners so require, restore the Vessel to its former condition before the termination of the same type, model or series as Charter. (e) The Charterers shall have the Airframe (powered by engines use of all outfit equipment and appliances on-board the same type as those with which the Airframe shall be equipped Vessel at the time of grounding) registered in delivery, provided the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft same or their substantial equivalent shall be withdrawn, then subject returned to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and Owners on redelivery in the same manner good order and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunderreceived, ordinary wear and tear excepted, which practices . The Charterers shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable during the Charter period replace such items of equipment as shall be so damaged or worn as to the Aircraft, Engines and Spare Enginesbe unfit for use. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used The Charterers are to procure that all repairs to or operated in violation replacement of any 62 law damaged, worn or any rule, regulation lost parts or order equipment be effected in such manner (both as regards workmanship and quality of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating materials) as not to diminish the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration value of the Airframe or any Engine or Spare Engine, Lessee, Vessel. The Charterers have the right to fit additional equipment at its own cost their expense and expense, will conform thereto or obtain conformance therewith and will maintain risk but the same in proper operating condition under Charterers shall remove such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine equipment at the end of the term period if requested by the Owners. Any equipment including radio equipment on hire on the Vessel at time of such contract delivery shall be kept and maintained by the Charterers and the Charterers shall assume the obligations and liabilities of the Owners under any lease contracts in connection therewith and shall reimburse the Owners for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used all expenses incurred in any manner or connection therewith, also for any purpose excepted from any of new equipment required in order to comply with radio regulations. (f) The Charterers shall drydock the insurance on or Vessel and clean and paint her underwater parts whenever the same may be necessary, but not less than once in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceevery eighteen calendar months after delivery unless otherwise agreed in Box 18.

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved FAAapproved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurance.

Maintenance and Operation. Lessee(a) Except as provided in Clause 20, the Vessel shall during the Charter Period be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" as defined Charterer and under its complete control in Section 40102(15) of Title 49 of the United States Code every respect. The Charterer hereby covenants and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance agrees with the Act Owner that during the Charter Period (and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereofClause 13): (i) The Charterer will at its expense maintain the Vessel, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the her machinery, cargo handling equipment, boilers, appurtenances and spare parts in a good state of repair and in efficient operating condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lesseegood commercial maintenance practice commensurate with other vessels in Charterer's FAA-approved maintenance, inspection fleet of similar size and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereundertrade, ordinary wear and tear excepted, which practices shall ; and (ii) The Charterer will at all times be at or above its expense keep the standard Vessel with unexpired classification in accordance with the highest classification of the industry American Bureau of Shipping (or such other classification society as shall previously have been approved in writing by the United States for prudent maintenance of similar equipment, and (DOwner) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine certificates in force and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes shall make any improvement or modifications structural changes or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as acquire any new equipment necessary to comply with this Lease and the rules and regulations requirements of such classification; and (iii) The Charterer shall be at liberty to fit any additional equipment required for the services of the FAA from time Charterer, beyond that on board at the commencement of this Charter, such work to time in force be done at the Charterer's expense and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authorityon its time, and in such equipment may be removed by the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, Charterer at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, on its time at any time (provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which removal does not, in Lessor's and Agent's opinion (in their sole discretion), not adversely affect the interests class or seaworthiness of Lessor, Agent the Vessel) prior to the expiration or any Lenderother termination of the Charter. Lessee The Vessel is to be redelivered to the Owner in the same condition and class as that in which she is delivered by the Owner, ordinary wear and tear excepted and any additional equipment that cannot be or is not so removed shall become the property of the Owner; and (iv) The Charterer shall not permit the Vessel to proceed to any port which is then subject to a prohibition by the government of the Registration Jurisdiction or the national government of the port in question; and (v) In the event of any hostilities in any part of the world (whether war be declared or not) the Charterer will not operate, use employ the Vessel nor suggest her employment in carrying any goods which are declared contraband nor suffer her to enter or locate trade to any zone which is declared a War Zone by the Airframe or any Engine or Spare Engine, (I) War Risks Insurers unless the Charterer has made arrangement with the said insurers for the payment of such additional premiums as said insurers may require to maintain the relevant insurances in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy zone in effect with respect to of which the Airframe or such Engine or Spare Engine, except in War Risks Insurers have withdrawn cover for the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or Vessel; and (IIvi) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall The Charterer will not use the Aircraft or any Spare Engine nor suffer it to be used Vessel in any manner or for any purpose excepted from any of the insurance on policy or policies taken out in respect of the Aircraft or Spare Engine compliance with Clause 11 hereof or for the purpose of carriage of goods of any description excepted from such the said insurance nor do, policy or policies and shall not do or permit to be done, done anything which, or omit which could reasonably be expected to do anything the omission of which, may invalidate any of the said insurance policy or policies; and (vii) The Charterer will not use the Vessel in any manner or for any purpose or trade or permit or suffer to be done any act which will prejudice the Owner's ownership of the Vessel or any part thereof. (b) During the Charter Period (subject to the provisions of Clause 13), the Charterer shall at its own expense or by its own procurement man, victual, navigate, operate, supply, fuel and repair the Vessel whenever required and shall, as between itself and the Owner, be responsible for all charges and expenses of every kind and nature whatsoever incidental to the Charterer's use and operation of the Vessel under this Charter, including any foreign, general, municipal, value added or other taxes except that the Charterer shall not be responsible for Owner Taxes. During the Charter Period, the master, officers and crew of the Vessel shall be engaged and employed by the Charterer and shall remain the Charterer's servants, navigating, managing and working the Vessel on behalf of and at the risk of the Charterer. (c) As between the Charterer and the Owner, the Charterer shall also be responsible for any charges and expenses incidental to the use and operation of the Vessel while under requisition for hire, during the Charter Period. The foregoing provision of this sub-clause shall be without prejudice to the rights of the Owner and the Charterer against other parties in respect of any such insurancecharges or expenses. The Charterer shall, subject to the prior written approval of the Owner (such approval not to be unreasonably withheld), be entitled to take action in the name of the Owner against other parties in respect of such charges or expenses. If as a result of any such action any moneys are received the same shall be recovered by the Charterer. (d) The Charterer shall make no changes in the structure of the Vessel nor major changes in her machinery, appurtenances, spare parts or boilers without in each instance first securing the written approval of the Owner, which approval shall not be unreasonably withheld; provided that if any such changes are required to meet classification society requirements, applicable regulations and/or any relevant laws the Owner shall not withhold such approval and the Charterer shall not be obliged to reinstate the Vessel to its condition prior to the making of such changes. (e) The Charterer shall drydock the Vessel and clean and paint her underwater parts in accordance with good commercial practice, but not less than as may be required by the American Bureau of Shipping or such other classification society as provided in Clause 7(a)(ii) to maintain the Vessel's highest classification. The Charterer shall give the Owner not less than seven (7) days prior notice of the Charterer's intention to drydock the Vessel, such notice to specify the intended time and place of drydocking. (f) The Owner (or such persons as it shall appoint or authorize) shall have the right at any time on reasonable notice, and in a manner which shall not interfere with the Vessel's trading requirements to inspect or survey the Vessel in order to ascertain the condition of the Vessel and to satisfy itself that the Vessel is being properly repaired and maintained in accordance with the provisions of this Charter. Inspection or survey in drydock shall be made only when the Vessel is in drydock under the provisions of sub-clause (e) of this Clause. However, the Owner shall have the right to require the Vessel to be drydocked for inspection, if the Charterer is not docking her at the required classification intervals. The costs incurred in respect of such drydocking and any inspection or survey made under this sub-clause shall be paid by the Charterer to the Owner only if repairs are found to be required. Otherwise, the costs of drydocking and any inspection or survey shall be paid by the Owner. All repairs as shall be shown to be required by any inspection or survey shall be made at the Charterer's expense and shall be completed within a reasonable period of time or such other period as is specified by the relevant classification society referred to in Clause 7(a)(ii). Time taken in respect of inspection, survey or repairs shall form part of the Charter Period. The Charterer shall whenever requested, on reasonable notice, permit the Owner to inspect the Vessel's log books and furnish the Owner promptly with full information regarding any casualties or other damage to the Vessel. (g) The Owner shall not be liable for any expense in repairing or maintaining the Vessel or be liable to supply a vessel or any part in lieu thereof if the Vessel or any part thereof is lost, damaged, rendered unfit for use, confiscated, seized, requisitioned, restrained or appropriated and the Charter Hire and any Additional Charter Hire payable in respect of the Vessel shall continue to be payable notwithstanding loss or damage (not amounting to a Total Loss) to the Vessel or any part thereof (and notwithstanding that the Vessel or any part thereof is rendered unfit for use or is requisitioned for hire). In the event of a Total Loss the provisions of Clause 12 shall apply. (h) The Charterer shall not have or be deemed to have any authority to pledge the Owner's credit for any purpose, including any maintenance overhauls, replacements, repairs and modification of the Vessel.

Maintenance and Operation. Lessee(a) Except as provided in Clause 20, the Vessel shall during the Charter Period be in the full possession and at its own cost and expense, (i) will be a "citizen the absolute disposal for all purposes of the United States" Charterer and under its complete control in every respect, always at Charterer's risk and expense except as defined in Section 40102(15) of Title 49 of the United States Code otherwise provided herein. The Charterer hereby covenants and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance agrees with the Act Owner that during the Charter Period (and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereofClause 13): (i) The Charterer will, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct at its expense, maintain the Vessel, her machinery, cargo handling equipment, boilers, appurtenances and spare parts in a good state of repair and in efficient operating condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection good commercial maintenance practice commensurate with other vessels of similar size and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereundertrade, ordinary wear and tear excepted; (ii) The Charterer will, which practices at its expense, keep the Vessel with a loadline certificate approved by the American Bureau of Shipping (or such other classification society as shall at all times be at or above previously have been approved in writing by the standard of the industry in the United States for prudent maintenance of similar equipment, and (DOwner) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine certificates in force and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes shall make any improvement or modifications structural changes or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as acquire any new equipment necessary to comply with this Lease and the rules and regulations requirements of such classification; (iii) The Charterer shall be at liberty to fit any additional equipment required for the services of the FAA from time Charterer beyond that on board at the commencement of this Charter, such work to time in force be done at the Charterer's expense and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authorityon its time, and in such equipment may be removed by the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, Charterer at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, on its time at any time (provided, however, that Lessee maysuch removal does not have an adverse effect on the class, in good faith (after having delivered seaworthiness or value of the Vessel) prior to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent expiration or any Lenderother termination of the Charter. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required The Vessel is to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect redelivered to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine Owner at the end of the term of Charter Period in the same condition and class as that in which she is delivered by Owner, ordinary wear and tear excepted and except for any changes to the Vessel that have been made in accordance with Clause 7(d), and any additional equipment that cannot be or is not so removed at such contract and for injury to persons or damage to time shall become the property of others. Lessee shall the Owner; (iv) The Charterer will not use the Aircraft or any Spare Engine nor suffer it to be used Vessel in any manner or for any purpose excepted from any of the insurance on policy or policies taken out in respect of the Aircraft or Spare Engine compliance with Clause 11 hereof or for the purpose of carriage of goods of any description excepted from such the said insurance nor do, policy or policies and shall not do or permit to be done, done anything which, or omit that could reasonably be expected to do anything the omission of which, may invalidate any of said insurance policy or policies; and (v) The Charterer will not use the Vessel in any manner or for any purpose or trade or permit or suffer to be done any act that will prejudice the Owner's ownership of the Vessel or any part thereof. (b) During the Charter Period, the Charterer shall, at its own expense or by its own procurement, man, victual, navigate, operate, supply, fuel and repair the Vessel whenever required and shall, as between itself and the Owner, be responsible for all charges and expenses of every kind and nature whatsoever incidental to its use and operation of the Vessel under this Charter, including any foreign, general, municipal, value added or other taxes except that the Charterer shall not be responsible for Owner Taxes. During the Charter Period as between the Charterer and the Owner, the Charterer shall be responsible for employing, subcontracting or arranging for the master, officers and crew of the Vessel and for navigating, managing and working the Vessel. (c) As between itself and the Owner, the Charterer shall also be responsible for any charges and expenses incidental to the use and operation of the Vessel while under requisition for hire, during the Charter Period. The foregoing provision of this subclause shall be without prejudice to the rights of the Owner and the Charterer against other parties in respect of any such insurancecharges or expenses. The Charterer shall, subject to the prior written approval of the Owner (such approval not to be unreasonably withheld), be entitled to take action in the name of the Owner against other parties in respect of such charges or expenses. If as a result of any such action any moneys are received, the same shall be recovered and retained by the Charterer. (d) The Charterer shall make no material changes in the structure of the Vessel or major changes in her machinery, appurtenances, or boilers without in each instance first securing the written approval of the Owner unless any such changes are required to meet American Bureau of Shipping loadline requirements, applicable regulations and/or any relevant laws, in which case the approval of the Owner shall not be required. Any such changes shall be made at Charterer's expense and risk and shall not diminish the value, utility and seaworthiness of the Vessel below the value, utility and seaworthiness required to be maintained by the terms of this Charter. (e) The Charterer shall drydock the Vessel and clean and paint her underwater parts at its expense in accordance with good commercial practice, but not less than as may be required by the American Bureau of Shipping or such other classification society as provided in Clause 7(a)(ii). The Charterer shall give the Owner not less than seven (7) days prior notice of their intention to drydock the Vessel, such notice to specify the intended time and place of drydocking. The costs and expenses of such drydocking shall be paid for by the Charterer. (f) The Owner (or such persons as it shall appoint or authorize), at the Owner's expense and upon receipt of the prior written consent of the Charterer, such consent not to be unreasonably withheld, shall have the right at any time, weather permitting, on reasonable notice, and in a manner which shall not interfere with the Vessel's trading requirements, to inspect or survey the Vessel in order to ascertain the condition of the Vessel and to satisfy itself that the Vessel is being properly repaired and maintained in accordance with the provisions of this Charter. Inspection or survey in drydock shall be made only when the Vessel is in drydock under the provisions of subclause (e) of this Clause. However, the Owner shall have the right to require the Vessel to be drydocked for inspection if the Charterer is not drydocking her at the intervals required by the American Bureau of Shipping or such other classification society as provided in Clause 7(a)(ii). The costs incurred in respect of such drydocking and any inspection or survey made under this subclause shall be paid by the Charterer to the Owner provided that the Charterer shall not be required to pay for the drydocking of the Vessel other than as provided in subclause 7(e) and the inspection of the Vessel more than once a year while this Charter is in force. All repairs as shall be shown to be required by any inspection or survey shall be made at the Charterer's expense and shall be completed within a reasonable period of time or such other period as is specified by the relevant classification society referred to in Clause 7(a)(ii). Time taken in respect of inspection, survey or repairs shall form part of the Charter Period. The Charterer shall, whenever requested by the Owner and on reasonable notice, permit the Owner to inspect the Vessel's log books and furnish the Owner promptly with full information regarding any casualties or other damage to the Vessel. The Owner, or such persons as it shall appoint or authorize to inspect or survey the Vessel, shall treat all information regarding the operation of the Vessel and the equipment on the Vessel as trade secrets of the Charterer and the Owner shall require all persons it appoints or authorizes to inspect or survey the Vessel to sign a confidentiality agreement in favor of the Charterer to keep such information secret, if so requested by Charterer. Such obligations of confidentiality shall continue beyond the termination of the Charter until the information becomes available to the public through no fault of the Owner. (g) The Owner shall not be liable for any expense in repairing or maintaining the Vessel or be liable to supply a substitute vessel or any part thereof in lieu if the Vessel or any part thereof that is lost, damaged, rendered unfit for use, confiscated, seized, requisitioned, restrained or appropriated, and the Charter Hire payable in respect of the Vessel shall continue to be payable notwithstanding any of the foregoing events unless such event results in a Total Loss. In the event of a Total Loss, the provisions of Clause 12 shall apply. (h) The Charterer shall not have or be deemed to have any authority to pledge the Owner's credit for any purpose, including any maintenance overhauls, replacements, repairs or modifications of the Vessel.

Maintenance and Operation. Lessee, at its own cost and expense, (i) will be a "citizen of During the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare EngineTerm, Lessee, at its own cost and expense, will conform thereto shall (i) maintain, inspect, service, repair, overhaul and test the Airframe and each Engine in accordance with FAA approved and Manufacturer’s recommended maintenance programs; (ii) maintain (in the English language) all Records and (iii) promptly furnish to Lessor such information as may be required to enable Lessor to file any reports required by any governmental authority as a result of Lessor’s ownership of the Aircraft. All maintenance procedures shall be performed in accordance with all FAA and Manufacturer’s standards and procedures by properly trained, licensed, and certified maintenance sources and maintenance personnel utilizing replacement parts approved by the FAA and the Manufacturer, so as to keep the Airframe and each Engine and Part in good operating condition, ordinary wear and tear alone excepted, and to enable the airworthiness certificate for the Aircraft to be continually maintained. In the event any Engine is damaged or obtain conformance therewith is being inspected or overhauled and will maintain provided no Event of Default has occurred and is continuing, Lessee, at its option, may substitute another engine of the same make and model as the Engine being repaired or overhauled provided such Engine is approved by the FAA and the manufacturer of the Airframe for use on the Aircraft (any such substitute engine being hereinafter referred to as a “Loaner Engine”) during the period of such repair or overhaul and provided further (x) installation of the Loaner Engine is performed by an FAA and manufacturer certified mechanic with respect to an aircraft of the type of the Aircraft, (y) the Loaner Engine is removed and the repaired or overhauled original Engine is reinstalled on the Airframe promptly upon completion of the repair or overhaul of the original Engine but in proper operating condition under no event later than the expiration, cancellation or earlier termination of the Term and (z) the Loaner Engine is free and clear of all Liens (other than Permitted Liens) and is maintained in accordance herewith. Lessor hereby agrees that it has no, and agrees not to assert any, right, title or interest in and to any such lawsLoaner Engine, rules, regulations and orders, Lessor agrees that it shall execute any agreement or document to such effect as Lessee may reasonable request; provided, however, that Lessee may, in good faith (after having delivered i) any reasonable costs or expenses of Lessor related to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to agreement shall be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use paid by the United States Lessee upon demand by the Lessor for payment of Americathe same, and then only if Lessee obtains indemnity (ii) any such agreement shall be in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure substance reasonably satisfactory to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceLessor.

Maintenance and Operation. LesseeExcept as set forth in the next succeeding sentence, at its own cost and expense, Lessee shall (i) will maintain, inspect, service, repair, overhaul and test the Airframe and each Engine in accordance with (a) all required procedures under any maintenance manuals initially furnished with the Aircraft, including any subsequent amendments or supplements to such manuals issued by the Airframe Manufacturer or Engine Manufacturer from time to time, (b) all mandatory "Service Bulletins" and "Aircraft Modification Kits" issued, supplied, or available by or through the Airframe Manufacturer and/or the Engine Manufacturer with respect to the Aircraft, and (c) all "airworthiness alerts" and Airworthiness Directives issued by the Federal Aviation Administration or similar regulatory agency having jurisdictional authority, and whenever possible causing compliance to such Directives to be a "citizen completed through corrective modification in lieu of the United States" as defined in Section 40102(15) of Title 49 of the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificatesmanual restrictions; (ii) will cause maintain all records, logs and other materials required by the Federal Aviation Administration to be maintained in respect of the avionics, Airframe and each Engine or by the Airframe Manufacturer or Engine Manufacturer for enforcement of any warranties; (iii) with due diligence after written request, furnish to Lessor such information as may be required to enable Lessor to timely file any reports required by any governmental authority as a result of Lessor's ownership of the Aircraft Aircraft; and Spare Engines to (iv) not change the Aircraft's primary hangar location without the consent of Lessor, which consent shall not be duly registered unreasonably withheld. Notwithstanding the foregoing, Lessor shall be responsible for the costs and remain duly registered expenses of the Hot Section Inspection and 3,000 Hours Time Between Overhaul, as such terms are defined in the name Cessna Maintenance Manual. Lessee shall not remove the Aircraft from the Continental United States, or from the base indicated for a period in excess of Lessor thirty (30) days, without the express, prior written consent of Lessor. All maintenance procedures required by Section 9.1(i) shall be undertaken and completed in accordance with the Act Airframe Manufacturer's or Engine Manufacturer's required procedures, and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; only by properly trained, licensed, and (iii) will servicecertificated maintenance sources and maintenance personnel, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, Airframe and each Engine in as good operating condition as when delivered to Lessee hereunder, ordinary wear and each Spare Engine tear excepted, and so as to keep the Aircraft in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as necessary to enable the airworthiness certification of the Airframe such Aircraft to be maintained in good standing at all times under the Federal Aviation Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe . Lessee further agrees that it shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and comply with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent Engine Manufacturer's maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time service program currently in force and applicable (a certified copy of which has been provided to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreignLessor), or an equivalent maintenance program authorized in violation of any airworthiness certificatewriting by Lessor, license or registration relating to for the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration full term of the Airframe or any Engine or Spare Engine, Lessee, at its own cost Lease and expense, will conform thereto or obtain conformance therewith and will maintain shall take all steps necessary under the same in proper operating condition under terms thereof to keep such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy maintenance service program in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceEngines.

Maintenance and Operation. LesseeContractor shall maintain all the State certified motor vehicle scales provided by the Authority, in accordance with Applicable Law and in a manner that allows for Collection Contractor(s)’s Delivery vehicles with tare weights to bypass the weighing operation when exiting the Facility after unloading Permitted Materials. All scales shall be linked to a centralized computer recording and billing system which shall be compatible with Contractor’s systems and accounts for tracking all incoming and outgoing materials. Upon request, Contractor shall provide Authority, in a useful electronic form, scale house information and billing information related to Authority and Approved Users. Contractor shall operate such scales during Facility Receiving Hours, provided that Contractor shall provide Authority with visual access to weighing information at all times and copies thereof on the next Working Day on which the scalehouse is open. All weighing shall be conducted by Contractor or its own cost and expenseagents by a licensed weigh master. Notwithstanding the provisions of this section 6.04(b)(1), (i) will Authority has the option to be a "citizen the exclusive operator of the United States" as defined scales for the duration of this Agreement and any extensions unless agreed otherwise in Section 40102(15) writing. Upon the exercise of Title 49 of such option, which may only be done by written Notice, Authority shall operate the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines to be duly registered and remain duly registered in the name of Lessor scales in accordance with the Act provisions of section 6.04(b)(1-7), except that the word “Contractor” shall be replaced with the world “Authority,” and the word “Authority” shall be replaced with the word “Contractor” unless the context otherwise registered under all applicable laws requires. By way of example, record keeping of incoming tonnage will continue to apply to Authority and other Approved Users. Upon the Authority’s exercise of such option, Contractor shall be relieved from performing any obligations that would otherwise be required of it by section 6.04(b)(1-7) after the Option’s Effective Date. The “Option’s Effective Date” shall be the date on which the Authority commences exclusive operation of the United States so as to scales which shall be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as thirty-first day after Authority provides Notice to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification Contractor of its exercise of the Airframe to option described herein. After the “Effective Date”, the Authority shall receive quarterly payments from the Contractor of Sixty Thousand Dollars ($60,000) for the Authority scale operation unless the Contractor compensates the Authority through an alternative compensations mechanism approved by the Authority, which approval shall not be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe unreasonably withheld. The fee shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft shall be withdrawn, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and adjusted each year in the same manner and with as the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rule, regulation or order of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating to the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration of the Airframe or any Engine or Spare Engine, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or in respect of the Aircraft or Spare Engine or for the purpose of carriage of goods of any description excepted from such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insuranceservice fee.

Maintenance and Operation. Lesseea) The Vessel shall during the Charter period be in the full possession and at the absolute disposal for all purposes of the Charterer and under its complete control in every respect. The Charterer shall maintain the Vessel, her machinery, boilers, appurtenances and spare parts in a good state of repair, in efficient operating condition and in accordance with good commercial maintenance practice and it shall keep the Vessel with unexpired classification of the class indicated in Box 10 and with other required certificates in force at all times. b) Unless otherwise agreed, in the event of any improvement, structural changes or new equipment becoming necessary for the continued operation of the Vessel by reason of new class requirements or by compulsory legislation, the Owner shall pay all such costs of such changes or equipment. c) The Charterer shall establish and maintain financial security or responsibility in respect of oil or other pollution damage as required by any government, including Federal, state or municipal or other division or authority thereof, to enable the Vessel, without penalty or charge, lawfully to enter, remain at, or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of this Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division or authority thereof. The Charterer shall make and maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Charterer's sole expense (charged as a direct Vessel operating cost) and the Charterer shall indemnify the Owner against all consequences whatsoever (including loss of time) for any failure or inability to do so. d) The Charterer shall at its own cost expense and expenseby its own procurement man, victual, navigate, operate, supply, fuel and repair the Vessel whenever required during the Charter period and it shall pay all charges and expenses (icharged as a direct Vessel operating cost) will be a "citizen of every kind and nature whatsoever incidental to its use and operation of the United States" as defined in Section 40102(15) of Title 49 Vessel under this Charter, including any foreign general municipality and/or state taxes imposed on the Charterer or its use of the United States Code Vessel. The Master, officers and will be an air carrier certificated under Sections 401 and 609 crew of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership Vessel shall be the servants of the Aircraft and Spare Engines to be duly registered and remain duly registered Charterer. e) The Charterer shall make no structural changes in the name of Lessor Vessel or changes in accordance with the Act and otherwise registered under all applicable laws machinery, boilers, appurtenances or spare parts thereof or add additional equipment to the Vessel except after first securing the approval thereof of the United States so Owner and any mortgagee (to the extent such mortgagee's approval is required). The Owner shall respond to any such request for approval within a reasonable time period. The Charterer shall pay the incremental costs of such changes, additional equipment or modifications as agreed to by the parties, the cost of which shall be eligible repaid to operate in commercial air service under the Act; and (iii) will serviceCharterer out of Net Operating Revenues prior to calculation of Net Operating Margin. Such changes, repair, inspect, test, maintain and overhaul modifications or additional equipment shall be the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification property of the Airframe to Charterer and shall be maintained in good standing removed from the Vessel at all times under the Act, except when aircraft end of the same typeCharter Period if such removal can be accomplished without structural damage to the Vessel. If the Owner so agrees, model or series as the Airframe (powered by engines Charterer shall, if the Owner so requires, restore the Vessel to its former condition before the termination of the same type as those with which Charter. f) The Charterer shall have the Airframe shall be equipped use of all outfit, equipment, and appliances on board the Vessel at the time of grounding) registered in delivery, provided the United States have been grounded by the FAA; provided, however, that if following its issuance, the United States FAA airworthiness certificate of the Aircraft same or their substantial equivalent shall be withdrawn, then subject returned to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and Owner on redelivery in the same manner good order and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunderreceived, ordinary wear and tear excepted, which practices . The Charterer shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable during the Charter Period replace such items of equipment as shall be so damaged or worn as to the Aircraft, Engines and Spare Enginesbe unfit for use. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used All repairs to or operated in violation replacement of any 62 law damaged, worn or any rule, regulation lost parts or order equipment shall be affected in such manner (both as regards workmanship and quality of any government or governmental authority having jurisdiction (domestic or foreign), or in violation of any airworthiness certificate, license or registration relating materials) as not to diminish the Airframe or such Engine or Spare Engine issued by any such authority, and in the event that such laws, rules, regulations or orders require alteration value of the Airframe or any Engine or Spare Engine, Lessee, Vessel. The Charterer has the right to fit additional equipment at its own cost expense and expense, will conform thereto or obtain conformance therewith and will maintain risk but the same in proper operating condition under Charterer shall remove such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessor's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine equipment at the end of the term period if requested by the Owner. g) Any equipment including radio equipment on hire on the Vessel at time of delivery shall be kept and maintained by the Charterer and the Charterer shall assume the obligations and liabilities of the Owner under any lease contracts in connection therewith and shall reimburse the Owner for all expenses incurred in connection therewith, also for any new equipment required in order to comply with radio regulations. h) After the Make Ready Period described in Clause 2(c) hereof, the Owner shall be responsible for repairs or renewals (i) costing in excess of $30,000, or (ii) occasioned by latent defects in the Vessel, her machinery or appurtenances that are covered by warranties from the shipyard, XxXxxxxxxx or the suppliers of machinery, goods or services, Owner will take all reasonable steps to require such defect to be repaired or replaced by the shipyard, XxXxxxxxxx or supplier, as appropriate. To the extent possible, Owner shall assign such warranties to Charterer. Subject to (i) above, in the event the shipyard, XxXxxxxxxx or supplier, as appropriate, refuses to make such repairs or is not responsible thereof, the cost of such contract repairs shall be paid by Charterer and for injury shall be charged as a direct Vessel operating cost. All other repairs shall be the responsibility of the Charterer and shall be charged as a direct Vessel operating cost. i) Any equipment added to persons or damage the Vessel by Charterer shall be approved by the Vessel's Classification Society to property of othersthe extent such approval is required. j) The Charterer shall provide properly qualified and experienced personnel to fill all positions on the Vessel. Lessee The Charterer shall not use engage any personnel in a training capacity unless such personnel are under the Aircraft or any Spare Engine nor suffer it to be used direct supervision of an experienced person. All personnel provided by the Charterer shall have received appropriate instructions in any manner or for any purpose excepted from any the operation of the insurance equipment for which they are responsible and shall have attended schools or other training appropriate for their particular position on the Vessel. k) All Vessel moves shall be under the supervision of a properly qualified and certificated rig mover. The Charterer shall require that adequate bottom surveys be obtained either by the Charterer's customer or in respect of by the Aircraft or Spare Engine or for Charterer so that appropriate precautions can be taken when moving the purpose of carriage of goods of any description excepted from such insurance nor do, or permit Vessel to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurancea new location.

Maintenance and Operation. Lessee(A) Tenant shall, at its own sole cost and expense, (i) will be a "citizen of cause the United States" as defined in Section 40102(15) of Title 49 of Premises and the United States Code and will be an air carrier certificated under Sections 401 and 609 of the Act and hold all necessary air carrier operating certificates; (ii) will cause ownership of the Aircraft and Spare Engines Non-Leased Parking Garage Area to be duly registered operated, maintained and remain duly registered repaired in a first class manner and condition, in compliance with all present and future laws, codes, rules, orders, ordinances, regulations, statutes and requirements of any federal, state, county, or other governmental entity having jurisdiction. Tenant shall not use, or permit or suffer the name of Lessor in accordance with the Act and otherwise registered under all applicable laws of the United States so as to be eligible to operate in commercial air service under the Act; and (iii) will service, repair, inspect, test, maintain and overhaul the Airframe, each Engine and each Spare Engine and install replacement equipment and parts on the Airframe, each Engine and each Spare Engine (A) so as to keep the Airframe, each Engine and each Spare Engine in such operating condition as may be required to permit the Airframe, each Engine and each Spare Engine to be utilized in commercial operations, (B) so as to enable the airworthiness certification of the Airframe to be maintained in good standing at all times under the Act, except when aircraft of the same type, model or series as the Airframe (powered by engines of the same type as those with which the Airframe shall be equipped at the time of grounding) registered in the United States have been grounded by the FAA; provided, however, that if following its issuanceuse of, the United States FAA airworthiness certificate of the Aircraft shall be withdrawnPremises, then subject to the provisions of Section 13 hereof, so long as Lessee is diligently taking or causing to be taken all necessary action to promptly correct the condition which caused such withdrawal, no Lease Event of Default shall arise from such withdrawal, (C) in accordance with Lessee's FAA-approved maintenance, inspection and maintenance control programs, and in the same manner and with the same care used by Lessee with respect to the same or similar aircraft and engines owned or operated by Lessee so as to keep the same in as good operating condition as when originally leased hereunder, ordinary wear and tear excepted, which practices shall at all times be at or above the standard of the industry in the United States for prudent maintenance of similar equipment, and (D) in such manner as may be necessary to maintain in full force all warranties of the manufacturers thereof. Lessee shall maintain all records, logs and other materials which may be required to permit the Airframe, each Engine and each Spare Engine to be so utilized. Lessee will comply in all material respects with all airworthiness directives, mandatory notes or modifications or similar requirements affecting the same (including those issued by the manufacturer or supplier) in such condition so as to comply with this Lease and the rules and regulations of the FAA from time to time in force and applicable to the Aircraft, Engines and Spare Engines. Neither the Airframe nor any Engine nor any Spare Engine will be maintained, used or operated in violation of any 62 law or any rulepart thereof, regulation for any unlawful purpose or order of for any government dangerous or governmental authority having jurisdiction (domestic noxious trade or foreign)business, or in violation of any airworthiness certificateoccupancy permit issued in respect thereof. Tenant shall not commit, license suffer or registration relating permit waste in or to the Airframe Premises or Non-Leased Parking Garage Area. If Tenant elects to employ a property manager to operate and maintain the Premises and Non-Leased Parking Garage Area, such Engine manager must first be approved by Landlord, which approval will not be unreasonably withheld or Spare Engine issued delayed. (B) The REA obligates the owner of the Land to reimburse the Contracting Agent (as such term is defined in the REA) for one-half of all costs incurred for the repair and maintenance of the Common Accessway and Portico (as such terms (C) Section 3.3 of the Parking Agreement provides that certain categories of maintenance of the Parking Garage will be performed by any the Operator (as such authorityterm is defined in the Parking Agreement), and the performance of such maintenance by the Operator, in accordance with the event that such laws, rules, regulations or orders require alteration provisions of the Airframe or any Engine or Spare EngineParking Agreement, Lessee, at its own cost and expense, will conform thereto or obtain conformance therewith and will maintain the same in proper operating condition under such laws, rules, regulations and orders, provided, however, that Lessee may, in good faith (after having delivered to Lessor and Agent an Officers' Certificate stating the facts with respect thereto), contest the validity or application of any such law, rule, regulation or order in any reasonable manner which does not, in Lessorshall satisfy Tenant's and Agent's opinion (in their sole discretion), adversely affect the interests of Lessor, Agent or any Lender. Lessee will not operate, use or locate the Airframe or any Engine or Spare Engine, (I) in any area in which any insurance required to be maintained pursuant to Section 14 shall not be at the time in full force and effect, or in any area excluded from coverage by an insurance policy in effect with respect to the Airframe or such Engine or Spare Engine, except in the case of a requisition for use by the United States of America, and then only if Lessee obtains indemnity in lieu of such insurance from the United States of America against the risks and in the amounts required by said Section covering such area, or (II) in any recognized or threatened area of hostilities unless the Airframe or such Engine or Spare Engine is operated or used under contract with the Government of the United States of America under which contract that Government assumes liabilities for any damages, loss, destruction or failure to return possession of the Airframe or such Engine or Spare Engine at the end of the term of such contract and for injury to persons or damage to property of others. Lessee shall not use the Aircraft or any Spare Engine nor suffer it to be used in any manner or for any purpose excepted from any of the insurance on or maintenance obligations in respect of the Aircraft Non-Leased Parking Garage Area and the portion of the Parking Garage included in the Premises. If other maintenance or Spare Engine or repair work of the nature contemplated by Section 3.4 of the Parking Agreement (i.e., work not required to be performed by the Operator under the Parking Agreement) is necessary in respect of the Non-Leased Parking Garage Area, such work shall be performed by Tenant as is provided in Section 13.02(A), but Landlord shall reimburse Tenant for the purpose of carriage of goods costs of any description excepted such work. Such reimbursement shall be made within thirty (30) calendar days following receipt by Landlord of an invoice therefor from Tenant, showing, in reasonable detail, the charges incurred for such insurance nor do, or permit to be done, anything which, or omit to do anything the omission of which, may invalidate any of such insurancework.