Common use of Manufacturer's Purchase Option Clause in Contracts

Manufacturer's Purchase Option. Prior to the exercise of its rights and remedies under Section 4 of the Collateral Assignment as a result of the occurrence of an Event of Default thereunder, Assignee shall notify Manufacturer in writing. Manufacturer shall have the option (the "Manufacturer's Option"), exercisable at any time within ten (10) Business Days following receipt by Manufacturer of such notice, to purchase Assignee's interest in the Purchase Agreement (without recourse, representation or warranty of any kind) insofar as it relates to all of the Aircraft not yet delivered thereunder at the time of exercise of Manufacturer's Option. In the event that Manufacturer notifies Assignee that it intends to exercise Manufacturer's Option, Manufacturer shall purchase Assignee's interest in the Purchase Agreement (without recourse, representation or warranty of any kind) insofar as it relates to all, but not less than all, of the Aircraft not yet delivered thereunder at the time of exercise of Manufacturer's Option by paying to Assignee within five (5) Business Days following the date of its notice to Assignee, an amount equaling the aggregate amount of deposits and advances made under the Purchase Agreement with respect to all of the Aircraft not yet delivered thereunder up to the time of exercise of Manufacturer's Option. If Manufacturer fails to exercise Manufacturer's Option during such ten (10) Business Day period, Assignee may exercise its rights under the Collateral Assignments.

Manufacturer's Purchase Option. Prior to the exercise of its rights and remedies under Section 4 Article V of the Collateral Assignment Mortgage and/or the exercise of Assignee's purchase right under Section 3.a hereof in respect of any Aircraft as a result of the occurrence of an Event of Default thereunderunder the Mortgage, Assignee shall notify Manufacturer in writing. Manufacturer shall have the option (the "Manufacturer's Option"), exercisable at any time within ten (10) Business Days following receipt by Manufacturer of such notice, to purchase Assignee's interest in the Boeing Purchase Agreement (without recourse, representation or warranty of any kind) insofar as it relates to any or all of the Aircraft not yet delivered thereunder at the time of exercise of Manufacturer's Optionsuch Aircraft. In the event that Manufacturer notifies Assignee that it intends to exercise Manufacturer's OptionOption with respect to any or all such Aircraft, Manufacturer shall purchase Assignee's interest in the Boeing Purchase Agreement (without recourse, representation or warranty of any kind) insofar as it relates to all, but not less than all, of the Aircraft not yet delivered thereunder at the time of exercise of Manufacturer's Option by paying to Assignee within five ten (510) Business Days following the date of its notice to Assignee, an amount equaling equal to the aggregate amount of deposits and advances made under Drawings outstanding to the Purchase Agreement Senior Loan Participants with respect to all of the Aircraft not yet delivered thereunder such Aircraft, accrued and unpaid interest thereon (up to 90 days of accrued and unpaid interest only) and Break Amount (if any) owed the time of exercise of Manufacturer's OptionSenior Loan Participants under the Senior Loan Certificates or otherwise under the Operative Documents. If Manufacturer fails to exercise Manufacturer's Option during such ten (10) Business Day period, Manufacturer shall be deemed to have waived the Manufacturer's Option and Assignee may exercise its rights and remedies under the Collateral AssignmentsMortgage.