Common use of Notice of Redemption to Holders Clause in Contracts

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s 's request, the Trustee shall give the notice of redemption in the Company’s 's name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders Redemption Date (or such shorter period as may be acceptable to the Trustee), an Officers’ ' Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent mailed more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at At least 30 days but not more than 60 days before a Redemption Date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series Notes are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security Note to be redeemed; (d) that, after the Redemption Date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original SecurityNote; (e) the name and address of the Paying Agent; (f) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (ji) that no representation is made as to the correctness or accuracy of the CUSIP or ISIN number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders Redemption Date (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent mailed more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities Notes or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof The Base Indenture is hereby amended, with respect to the Notes only, by replacing the text of the first paragraph of Section 1103 thereof with the following text: “In the case of a partial redemption, selection of the Securities for redemption will be made pro rata, by lot or by such other method as the Trustee in its sole discretion deems appropriate and fair. No Securities of a principal amount of $2,000 or less will be redeemed in part. If any series Security is to be redeemed in part only, the notice of Securitiesredemption that relates to the Security will state the portion of the principal amount of the Security to be redeemed. A new Security in a principal amount equal to the unredeemed portion of the Security will be issued in the name of the Holder of the Security upon surrender for cancellation of the original Security. For so long as the Securities are held by DTC (or another Depositary), the redemption of the Securities shall be done in accordance with the policies and procedures of the Depositary.” (b) The Base Indenture is hereby amended, with respect to the Notes only, by replacing the text of the first paragraph of Section 1104 thereof with the following text: “Notice of any redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the Depositary’s procedures) at least 30 10 days but not more than 60 days before the Redemption Date to each Holder of Securities to be redeemed. Notice of any redemption may, at the Company’s discretion, be given subject to one or more conditions precedent, including, but not limited to, completion of a corporate transaction that is pending (such as an equity or equity-linked offering, an incurrence of indebtedness or an acquisition or other strategic transaction involving a change of control in the Company or another entity). If any redemption is subject to satisfaction of one or more conditions precedent, the applicable notice of redemption shall describe each such condition, and may be rescinded in the event that any or all of the conditions to the redemption shall not have been satisfied or otherwise waived on or prior to the Business Day immediately preceding the relevant Redemption Date, . The Company shall notify Holders of any such rescission as soon as practicable after it determines that the conditions precedent to the redemption will not be able to be satisfied or the Company is not able or willing to waive such conditions precedent, in each case subject to policies and procedures of the Depositary. The Company shall send provide written notice to the Trustee prior to the close of business on the Business Day prior to the relevant Redemption Date if any such redemption has been rescinded or cause delayed, and upon receipt the Trustee shall provide such notice to be sent each Holder of the Securities in the same manner in which the notice of redemption was given. Once a notice of redemption is mailed or sent, subject to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities satisfaction of any series are to be redeemed, the identification (and conditions precedent provided in the case notice of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed will become due and payable on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if and at the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indentureapplicable Optional Redemption Price.”

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof The Base Indenture is hereby amended, with respect to any series the Notes only, by replacing the text of Securities, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice first paragraph of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify Section 1103 thereof with the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if following text: “If less than all the outstanding Securities of any series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the identification (and in the case of partial redemption, the principal amount) of the particular Security Securities to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion redeemed shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent selected not more than 60 days prior to the Redemption Date if by the Trustee, from the Outstanding Securities of such series not previously called for redemption, and such redemption shall be effected by lot by the Trustee in compliance with the requirements of the principal national securities exchange and subject to applicable procedures or regulations of the Depositary or by such other method including by lot as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series; provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security and provided further that so long as the Securities are represented by one or more Global Securities, such selection shall be made by the Depositary in accordance with its customary procedures. If less than all the Securities of such series and of a specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected and notice of redemption will be mailed by first-class mail to each holder at least 10 but not more than 60 days prior to the Redemption Date by the Trustee, from the Outstanding Securities of such series and specified tenor not previously called for redemption in accordance with the preceding sentence.” (b) The Base Indenture is issued hereby amended, with respect to the Notes only, by replacing the text of the first paragraph of Section 1104 thereof with the following text: “Notice of redemption shall be given by first-class mail, postage prepaid, mailed not less than 10 nor more than 60 days prior to the Redemption Date, to each Holder of Securities to be redeemed, at his address appearing in connection the Security Register, with a defeasance of copy to the Securities or satisfaction Trustee and discharge of this Indentureany Paying Agent.”

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof with respect In the case of an optional redemption pursuant to any series the provisions of SecuritiesParagraphs 6, 7 and 8 of the Notes, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send or cause to be sent deliver a notice of redemption by first class mail, postage prepaid, to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify address or otherwise in accordance with the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities procedures of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the SecuritiesDTC. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its the Company’s expense; , provided, however, that the Trustee shall not be required to give such notice if it has not received notice from the Company shall have delivered to the Trustee, in accordance with Section 11.1 at least 5 five Business Days prior to the date chosen on which the Company is required to give such notice. Each notice for giving redemption shall identify the Notes to be redeemed (including the CUSIP or ISIN number(s), if any) and shall state: (1) the Redemption Date; (2) the Redemption Price and the amount of accrued interest, if any, to be paid; (3) the name and address of the Paying Agent; (4) that Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price plus accrued interest, if any; (5) that, unless the Company defaults in making the redemption payment or the Paying Agent is prohibited from making such payment pursuant to the terms of this Indenture, interest on Notes called for redemption ceases to accrue on and after the Redemption Date, and the only remaining right of the Holders of such Notes is to receive payment of the Redemption Price upon surrender to the Paying Agent of the Notes redeemed; (6) if any Note is being redeemed in part, the portion of the principal amount of such Note to be redeemed and that, after the Redemption Date, and upon surrender of such Note, a new Note or Notes in aggregate principal amount equal to the unredeemed portion thereof will he issued upon surrender of the original Note; (7) if fewer than all the Notes are to be redeemed, the identification of the particular Notes (or portion thereof) to be redeemed, as well as the aggregate principal amount of Notes to be redeemed and the aggregate principal amount of Notes to be outstanding after such partial redemption; and (8) the paragraph of the Notes pursuant to which the Notes are to be redeemed. (b) Notice of any redemption may be given prior to the completion thereof and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offering or other transaction. If a redemption is subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, in the Company’s discretion, the Redemption Date may be delayed until such time as any or all such conditions shall be satisfied, without the requirement of an additional notice period to the Holders (or such shorter period as redemption may not occur and such notice may be acceptable to rescinded in the Trustee)event that any or all such conditions shall not have been satisfied by the Redemption Date, an Officers’ Certificate requesting that or by the Trustee give such notice and setting forth the information to be stated Redemption Date as so delayed. (c) The Company may provide in such notice as provided in that payment of the preceding paragraph. Notwithstanding redemption price and the foregoing, a performance of the Company’s obligations with respect to such redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indentureperformed by another Person.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1995 Trust N396SW Certificates shall be given by first-class mail, at least postage prepaid, mailed not less than 30 days but not nor more than 60 days before a prior to the Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are of such Certificates to be redeemed or purchased, at such Holder's address appearing in the Register; provided, that in the case of a redemption pursuant to Section 6.01(b) related to Lessee's exercise of its registered address. The option pursuant to Section 9 of the Lease, such notice shall identify be revocable and shall be deemed revoked in the Securities to be redeemed and event the Lease does not in fact terminate on the related Lease Termination Date. TRUST INDENTURE AND SECURITY AGREEMENT [N396SW] -28- 35 All notices of redemption or purchase shall state: (a1) the Redemption Date;, (b2) the applicable basis for determining the Redemption Price;, (c3) if less than all the outstanding Securities of any series Outstanding Certificates are to be redeemed, the identification (and and, in the case of partial redemptionredemption of any Certificates, the principal amountamounts) of the particular Security Certificates to be redeemed; (d) that, and that on and after the Redemption Date Date, upon surrender of such SecurityCertificates, a new Security or Securities Certificates in principal amount equal to the unredeemed portion shall part thereof will be issued upon cancellation of the original Security;issued, (e) the name and address of the Paying Agent; (f4) that Securities called for redemption must be surrendered to the Paying Agent to collect on the Redemption Price; (g) thatDate, unless the Company defaults in making such redemption paymentRedemption Price will become due and payable upon each Certificate to be redeemed, interest, if any, and that interest on Securities called for redemption ceases Certificates shall cease to accrue on and after the such Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j5) that no representation is made as the place or places where such Certificates are to the correctness or accuracy be surrendered for payment of the CUSIP number, if any, listed in such notice or printed on the SecuritiesRedemption Price. At the Company’s request, the Trustee shall give the notice Notice of redemption in or purchase of Certificates to be redeemed or purchased shall be given by the Company’s name and at its expense; provided, however, that Indenture Trustee. (b) Notice of redemption of the Series SWA 1995 Trust N396SW-I Certificate shall be given by the Owner Trustee (or by the Company shall have delivered to on behalf of the Owner Trustee, at least 5 ) not less than three Business Days prior to the date chosen for giving Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to the Original Holder at each such Person's address designated in Section 12.01(a); provided, that in the case of redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. Notwithstanding any provision to the contrary contained in this Article 6, the Series SWA 1995 Trust N396SW-I Certificate shall be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders (or such shorter period as may be acceptable to thereof hereunder and under the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this IndentureParticipation Agreement.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1996 Trust N620SW Certificates shall be given by the Indenture Trustee by first-class mail, at least 30 days but postage prepaid, mailed not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent 30 nor more than 60 days prior to the Redemption Date if Date, to each Holder of such Certificates to be redeemed or purchased, at such Holder's address appearing in the notice is issued Register; provided, that in connection with the case of a defeasance redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Securities Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. All notices of redemption or satisfaction purchase shall state: (1) the Redemption Date, (2) the applicable basis for determining the Redemption Price, (3) that on the Redemption Date, the Redemption Price will become due and discharge payable upon each such Certificate, and that interest on Certificates shall cease to accrue on and after such Redemption Date, and (4) the place or places where such Certificates are to be surrendered for payment of the Redemption Price. Notice of redemption or purchase of Certificates to be redeemed or purchased shall be given by the Indenture Trustee. (b) Notice of redemption of the Series SWA 1996 Trust N620SW-I Certificate shall be given by the Owner Trustee (or by the Company on behalf of the Owner Trustee) not less than three Business Days prior to the Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to the Original Holder at each such Person's address designated in Section 12.01(a). Notwithstanding any provision to the contrary contained in this IndentureArticle 6, the Series SWA 1996 Trust N620SW-I Certificate shall be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders thereof hereunder and under the Participation Agreement.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults Defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s 's request, the Trustee shall give the notice of redemption in the Company’s 's name and at its expense; provided, however, that the Company shall have delivered to the TrusteeTrustee , at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders Redemption Date (or such shorter period as may be acceptable to the TrusteeTrustee ), an Officers’ ' Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent mailed more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Subject to the provisions of Section 2.03(a) 3.10 hereof (other than in connection with respect to any series of Securitiesa Special Mandatory Redemption), at least 30 days but not more than 60 days before a Redemption Dateredemption date, the Company Issuers shall send or cause to be sent mail a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed and shall state: (a1) the Redemption Dateredemption date; (b2) the Redemption Priceredemption price; (c3) if less than all any Note is being redeemed in part, the outstanding Securities portion of any series are the principal amount of such Note to be redeemed, the identification (redeemed and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date redemption date, upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall will be issued upon cancellation of the original Securityissued; (e4) the name and address of the Paying Agent; (f5) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Priceredemption price; (g6) that, unless the Company defaults Issuers default in making such redemption payment, interest, if any, interest on Securities Notes or portions of Notes called for redemption ceases to accrue on and after the Redemption Dateredemption date; (h7) the paragraph of the Securities and/or Notes or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) 8) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s Issuers’ request, the Trustee shall give the notice of redemption in the Company’s name names of the Issuers and at its their expense; provided, however, that the Company Issuers shall have delivered deliver to the Trustee, at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee)redemption date, an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1995 Trust N604SW Certificates shall be given by first-class mail, at least 30 days but postage prepaid, mailed not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent 30 nor more than 60 days prior to the Redemption Date if Date, to each Holder of such Certificates to be redeemed or purchased, at such Holder's address appearing in the notice is issued Register; provided, that in connection with the case of a defeasance redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Securities Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. All notices of redemption or satisfaction purchase shall state: (1) the Redemption Date, (2) the applicable basis for determining the Redemption Price, (3) that on the Redemption Date, the Redemption Price will become due and discharge payable upon each such Certificate, and that interest on Certificates shall cease to accrue on and after such Redemption Date, and (4) the place or places where such Certificates are to be surrendered for payment of the Redemption Price. Notice of redemption or purchase of Certificates to be redeemed or purchased shall be given by the Indenture Trustee. (b) Notice of redemption of the Series SWA 1995 Trust N604SW-I Certificate shall be given by the Owner Trustee (or by the Company on behalf of the Owner Trustee) not less than three Business Days prior to the Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to each Original Holder at each such Person's address designated in Section 12.01(a). Notwithstanding any provision to the contrary contained in this IndentureArticle 6, the Series SWA 1995 Trust N604SW-I Certificate shall be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment TRUST INDENTURE AND SECURITY AGREEMENT [N604SW] -27- 34 penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders thereof hereunder and under the Participation Agreement.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by If the Company elects to redeem Notes pursuant to the optional redemption provisions of Section 2.03(a) hereof with respect to any series of Securities3.07 hereof, at least 30 days but not more than 60 days before a Redemption Datethe redemption date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed (including "CUSIP" number(s)) and shall state: (i) the redemption date; (ii) the redemption price; (iii) if any Note is being redeemed in part, the portion of the principal amount of such Note to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date redemption date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; Note; (eiv) the name and address of the Paying Agent; ; (fv) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; redemption price; (gvi) that, unless the Company defaults in making such redemption payment, interest, if any, interest on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; redemption date; (hvii) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; ; and (i) that the redemption is for a sinking fund, if such is the case; and (jviii) that no representation is made as to the correctness or accuracy of the CUSIP "CUSIP" number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s 's request, the Trustee shall give the notice of redemption in the Company’s 's name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days 60 days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee)redemption date, an Officers’ ' Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by If Issuer elects to redeem Notes pursuant to the optional redemption provisions of Section 2.03(a) hereof with respect to any series of Securities3.07 hereof, at least 30 days but not more than 60 days before a Redemption Datethe redemption date, the Company Issuer shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. Notices of redemption may not be conditional; PROVIDED that if the redemption is pursuant to Section 3.07(b) hereof and the proposed redemption date is not later than 30 days after the date of closing of such Public Equity Offering, the redemption may be subject to such closing. The notice shall identify the Securities Notes to be redeemed (including "CUSIP" number(s)) and shall state: (i) the redemption date; (ii) the redemption price; (iii) if any Note is being redeemed in part, the portion of the principal amount of such Note to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date redemption date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; Note; (eiv) the name and address of the Paying Agent; ; (fv) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; redemption price; (gvi) that, unless the Company Issuer defaults in making such redemption payment, interest, if any, interest on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; redemption date; (hvii) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; ; (iviii) if the second sentence of this paragraph is applicable, that the redemption is for a sinking fund, if such is subject to the caseclosing of the Public Equity Offering; and and (jix) that no representation is made as to the correctness or accuracy of the CUSIP "CUSIP" number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s Issuer's request, the Trustee shall give the notice of redemption in the Company’s Issuer's name and at its expense; providedPROVIDED, howeverHOWEVER, that the Company Issuer shall have delivered to the Trustee, at least 5 Business Days 60 days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee)redemption date, an Officers’ ' Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified provided as contemplated by Section 2.03(a2.04(a) hereof with respect to any series of Securitieshereof, at least 30 days but not more than 60 days before prior to a Redemption Dateredemption date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities are to be redeemed at its such Holder’s registered addressaddress appearing in the Security Register, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance pursuant to Article 8 hereof or a satisfaction and discharge pursuant to Article 10 hereof. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Dateredemption date; (b) the Redemption Price;appropriate method for calculation of the redemption price, but need not include the redemption price itself; the actual redemption price shall be set forth in an Officers’ Certificate delivered to the Trustee no later than two (2) Business Days prior to the redemption date. (c) if less than all the outstanding Securities of any series are to be redeemedSecurity is being redeemed in part, the identification (and in the case portion of partial redemption, the principal amount) amount of the particular such Security to be redeemed; (d) redeemed and that, after the Redemption Date redemption date upon surrender of such Security, if applicable, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (ed) the name and address of the Paying Agent; (fe) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Priceredemption price; (gf) that, unless the Company defaults in making such redemption payment, interest, if any, interest on Securities called for redemption ceases to accrue on and after the Redemption Dateredemption date; (hg) the paragraph of the Securities and/or Section applicable section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (jh) that no representation is made as to the correctness or accuracy of the CUSIP numberand/or ISIN numbers, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders 45 days (or such shorter period as may be acceptable to allowed by the Trustee), prior to the redemption date, an Officers’ Certificate requesting that the Trustee give such notice (in the name and at the expense of the Company) and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this IndentureSection 3.03.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by If the Company elects to redeem Notes pursuant to the optional redemption provisions of Section 2.03(a) hereof with respect to any series of Securities3.7, at least 30 days but not more than 60 days before a Redemption Datethe redemption date and, if applicable, no later than 30 days after the closing of the related Public Equity Offering, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed (including “CUSIP” number(s)) and shall state: (i) the redemption date; (ii) the redemption price or, if then indeterminable, basis for determining the redemption price; (iii) if any Note is being redeemed in part, the portion of the principal amount of such Note to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date redemption date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; Note; (eiv) the name and address of the Paying Agent; ; (fv) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; redemption price; (gvi) that, unless the Company defaults in making such redemption payment, interest, if any, interest on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; redemption date; (hvii) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; ; and (i) that the redemption is for a sinking fund, if such is the case; and (jviii) that no representation is made as to the correctness or accuracy of the CUSIP “CUSIP” number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee)redemption date, an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at At least 30 days but not more than 60 days before a Redemption Date, the Company shall send or cause to be sent sent, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series Notes are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security Note to be redeemed; (d) that, after the Redemption Date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original SecurityNote; (e) the name and address of the Paying Agent; (f) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (ji) that no representation is made as to the correctness or accuracy of the CUSIP or ISIN number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 five Business Days prior to the date chosen by the Company in accordance with the first paragraph above for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities Notes or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a) hereof with respect to any series of Securities, at least 30 days but not more than 60 days before a Redemption Date, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent mailed more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1995 Trust N605SW Certificates shall be given by first-class mail, at least 30 days but postage prepaid, mailed not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent 30 nor more than 60 days prior to the Redemption Date if Date, to each Holder of such Certificates to be redeemed or purchased, at such Holder's address appearing in the notice is issued Register; provided, that in connection with the case of a defeasance redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Securities Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. All notices of redemption or satisfaction purchase shall state: (1) the Redemption Date, (2) the applicable basis for determining the Redemption Price, (3) that on the Redemption Date, the Redemption Price will become due and discharge payable upon each such Certificate, and that interest on Certificates shall cease to accrue on and after such Redemption Date, and (4) the place or places where such Certificates are to be surrendered for payment of the Redemption Price. Notice of redemption or purchase of Certificates to be redeemed or purchased shall be given by the Indenture Trustee. (b) Notice of redemption of the Series SWA 1995 Trust N605SW-I Certificate shall be given by the Owner Trustee (or by the Company on behalf of the Owner Trustee) not less than three Business Days prior to the Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to each Original Holder at each such Person's address designated in Section 12.01(a). Notwithstanding any provision to the contrary contained in this IndentureArticle 6, the Series SWA 1995 Trust N605SW-I Certificate shall be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment TRUST INDENTURE AND SECURITY AGREEMENT [N605SW] -27- 34 penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders thereof hereunder and under the Participation Agreement.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1995 Trust N602SW Certificates shall be given by first-class mail, at least 30 days but postage prepaid, mailed not more than 60 days before a Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are to be redeemed at its registered address. The notice shall identify the Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; (e) the name and address of the Paying Agent; (f) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (g) that, unless the Company defaults in making such redemption payment, interest, if any, on Securities called for redemption ceases to accrue on and after the Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j) that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities. At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent 30 nor more than 60 days prior to the Redemption Date if Date, to each Holder of such Certificates to be redeemed or purchased, at such Holder's address appearing in the notice is issued Register; provided, that in connection with the case of a defeasance redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Securities Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. All notices of redemption or satisfaction purchase shall state: (1) the Redemption Date, (2) the applicable basis for determining the Redemption Price, (3) that on the Redemption Date, the Redemption Price will become due and discharge payable upon each such Certificate, and that interest on Certificates shall cease to accrue on and after such Redemption Date, and (4) the place or places where such Certificates are to be surrendered for payment of the Redemption Price. Notice of redemption or purchase of Certificates to be redeemed or purchased shall be given by the Indenture Trustee. (b) Notice of redemption of the Series SWA 1995 Trust N602SW-I Certificate shall be given by the Owner Trustee (or by the Company on behalf of the Owner Trustee) not less than three Business Days prior to the Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to the Original Holder at each such Person's address designated in Section 12.01(a). Notwithstanding any provision to the contrary contained in this IndentureArticle 6, the Series SWA 1995 Trust N602SW-I Certificate shall TRUST INDENTURE AND SECURITY AGREEMENT [N602SW] -27- 34 be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders thereof hereunder and under the Participation Agreement.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by If the Company elects to redeem Notes pursuant to the optional redemption provisions of Section 2.03(a) hereof with respect to any series of Securities3.7, at least 30 days but not more than 60 days before a Redemption Datethe redemption date and no later than 30 days after the closing or the related Public Equity Offering, the Company shall send mail or cause to be sent mailed, by first class mail, a notice of redemption to each Holder whose Securities Notes are to be redeemed at its registered address. The notice shall identify the Securities Notes to be redeemed (including "CUSIP" number(s)) and shall state: (i) the redemption date; (ii) the redemption price; (iii) if any Note is being redeemed in part, the portion of the principal amount of such Note to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all the outstanding Securities of any series are to be redeemed, the identification (and in the case of partial redemption, the principal amount) of the particular Security to be redeemed; (d) that, after the Redemption Date redemption date upon surrender of such SecurityNote, a new Security Note or Securities Notes in principal amount equal to the unredeemed portion shall be issued upon cancellation of the original Security; Note; (eiv) the name and address of the Paying Agent; ; (fv) that Securities Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; redemption price; (gvi) that, unless the Company defaults in making such redemption payment, interest, if any, interest on Securities Notes called for redemption ceases to accrue on and after the Redemption Date; redemption date; (hvii) the paragraph of the Securities Notes and/or Section of this Indenture pursuant to which the Securities Notes called for redemption are being redeemed; ; and (i) that the redemption is for a sinking fund, if such is the case; and (jviii) that no representation is made as to the correctness or accuracy of the CUSIP "CUSIP" number, if any, listed in such notice or printed on the SecuritiesNotes. At the Company’s 's request, the Trustee shall give the notice of redemption in the Company’s 's name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 5 Business Days 45 days prior to the date chosen for giving such notice to the Holders (or such shorter period as may be acceptable to the Trustee)redemption date, an Officers’ ' Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this Indenture.

Notice of Redemption to Holders. Unless otherwise specified as contemplated by Section 2.03(a(a) hereof Notice of redemption or purchase with respect to any series of Securitiesthe Series SWA 1995 Trust N397SW Certificates shall be given by first-class mail, at least postage prepaid, mailed not less than 30 days but not nor more than 60 days before a prior to the Redemption Date, the Company shall send or cause to be sent a notice of redemption to each Holder whose Securities are of such Certificates to be redeemed or purchased, at such Holder's address appearing in the Register; provided, that in the case of a redemption pursuant to Section 6.01(b) related to Lessee's exercise of its registered address. The option pursuant to Section 9 of the Lease, such notice shall identify be revocable and shall be deemed revoked in the Securities to be redeemed and event the Lease does not in fact terminate on the related Lease Termination Date. TRUST INDENTURE AND SECURITY AGREEMENT [N397SW] -28- 35 All notices of redemption or purchase shall state: (a1) the Redemption Date;, (b2) the applicable basis for determining the Redemption Price;, (c3) if less than all the outstanding Securities of any series Outstanding Certificates are to be redeemed, the identification (and and, in the case of partial redemptionredemption of any Certificates, the principal amountamounts) of the particular Security Certificates to be redeemed; (d) that, and that on and after the Redemption Date Date, upon surrender of such SecurityCertificates, a new Security or Securities Certificates in principal amount equal to the unredeemed portion shall part thereof will be issued upon cancellation of the original Security;issued, (e) the name and address of the Paying Agent; (f4) that Securities called for redemption must be surrendered to the Paying Agent to collect on the Redemption Price; (g) thatDate, unless the Company defaults in making such redemption paymentRedemption Price will become due and payable upon each Certificate to be redeemed, interest, if any, and that interest on Securities called for redemption ceases Certificates shall cease to accrue on and after the such Redemption Date; (h) the paragraph of the Securities and/or Section of this Indenture pursuant to which the Securities called for redemption are being redeemed; (i) that the redemption is for a sinking fund, if such is the case; and (j5) that no representation is made as the place or places where such Certificates are to the correctness or accuracy be surrendered for payment of the CUSIP number, if any, listed in such notice or printed on the SecuritiesRedemption Price. At the Company’s request, the Trustee shall give the notice Notice of redemption in or purchase of Certificates to be redeemed or purchased shall be given by the Company’s name and at its expense; provided, however, that Indenture Trustee. (b) Notice of redemption of the Series SWA 1995 Trust N397SW-I Certificate shall be given by the Owner Trustee (or by the Company shall have delivered to on behalf of the Owner Trustee, at least 5 ) not less than three Business Days prior to the date chosen for giving Redemption Date, shall be irrevocable and shall be given by telephone, telex, telecopy, cable or other customary means of communication by the Owner Trustee or the Company, as the case may be, to the other and to the Indenture Trustee and to the Original Holder at each such Person's address designated in Section 12.01(a); provided, that in the case of redemption pursuant to Section 6.01(b) related to Lessee's exercise of its option pursuant to Section 9 of the Lease, such notice shall be revocable and shall be deemed revoked in the event the Lease does not in fact terminate on the related Lease Termination Date. Notwithstanding any provision to the contrary contained in this Article 6, the Series SWA 1995 Trust N397SW-I Certificate shall be redeemable as set forth in this Article 6 and in Article 15 without any premium, prepayment penalty or other cost or expense except for the Break Amount, if any, and the payment of all other amounts payable to the Holders (or such shorter period as may be acceptable to thereof hereunder and under the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the information to be stated in such notice as provided in the preceding paragraph. Notwithstanding the foregoing, a redemption notice may be sent more than 60 days prior to the Redemption Date if the notice is issued in connection with a defeasance of the Securities or satisfaction and discharge of this IndentureParticipation Agreement.