Common use of Notices; Financial Information; and Further Assurances Clause in Contracts

Notices; Financial Information; and Further Assurances. Customer will, at its sole expense: (a) promptly give written notice to Lender of (i) the occurrence of any Event of Default or any event which with notice, with lapse of time and/or with any further condition, event or act would constitute an Event of Default; (ii) the occurrence of any Event of Loss; (iii) the commencement or threat of any material litigation or proceedings affecting Customer or any material litigation or proceedings affecting the Aircraft; and (iv) any dispute between Customer and any governmental regulatory body or other party that involves the Aircraft or that might materially interfere with the normal business operations of Customer; (b) furnish to Lender (i) within ninety (90) days of the close of each fiscal year of Customer, Customer’s consolidated (and, if applicable, consolidating) balance sheet, statement of shareholders’ equity, statement of cash flows and statement of operations, all on a comparative basis with the prior fiscal year and prepared in accordance with GAAP, certified by a recognized firm of certified public accountants, (ii) within ninety (90) days of the close of each fiscal quarter of Customer, Customer’s quarterly financial report certified by the chief financial officer of Customer, (iii) all of Customer’s Forms 10-K and 10-Q, if any, filed with the SEC within thirty (30) days after the date on which they are filed (by furnishing these SEC Forms, or making them publicly available in electronic form, Customer shall be deemed to have satisfied the requirements of clauses (b)(i),(ii) or (iii)), and (iv) promptly, such additional financial and other information as Lender may from time to time reasonably request; and (c) promptly execute and deliver to Lender such further instruments, UCC and FAA filings and other documents, and take such further action, as Lender may from time to time reasonably request in order to further carry out the intent and purpose of this Agreement and to establish and protect the rights, interests and remedies created, or intended to be created, in favor of Lender hereby. Customer hereby irrevocably authorizes Lender and any employee, officer or agent thereof, in such jurisdictions where such action is authorized by law, to effect any such recordation or filing without the signature of Customer thereto. Customer hereby further agrees that (i) Customer shall not change its presently existing legal name or its form or state of organization or incorporation on or at any time after the date of this Agreement without Lender’s prior written consent, (ii) if Customer’s presently existing state organizational identification number changes, or if Customer currently has no such state organizational number but is subsequently issued such a number, on or at any time after the date of this Agreement, Customer shall immediately notify Lender thereof, and (iii) Customer shall not change the presently existing mailing, chief executive office and/or principal place of business address on or at any time after the date of this Agreement without giving Lender thirty (30) days’ prior written notice of the same. Customer will pay, or reimburse Lender for, any and all fees, taxes, insurance premiums, costs and expenses of whatever kind or nature incurred in connection with the creation, preservation and protection of the Collateral and Lender’s first priority and only security interest therein.

Notices; Financial Information; and Further Assurances. Customer Borrower will, at its sole expense: (a) promptly give written notice to Lender of (i) the occurrence of any Event of Default or any event which with notice, with lapse of time and/or with any further condition, event or act would constitute an Event of Default; (ii) the occurrence of any Event of Loss or event of which Borrower may be aware that could become an Event of Loss; (iii) the commencement or threat of any material litigation or proceedings affecting Customer Borrower or any material litigation or proceedings affecting the AircraftAircraft or any of the other Collateral, or the ability of Borrower to comply with its obligations under the Loan Documents; and (iv) any dispute between Customer Borrower or any Interested Third Party and any governmental regulatory body Governmental Authority or other party that involves the Aircraft or any of the other Collateral or that might materially interfere with the normal business operations of CustomerBorrower; (b) furnish with respect to Lender itself, deliver to Lender, (i) within ninety (90) as soon as practicable but in no event later than 90 days of after the close closing of each fiscal year of Customersuch Person, Customer’s consolidated (andcomplete financial statements of such Person, if applicable, consolidating) balance sheet, statement of shareholders’ equity, statement of cash flows and statement of operations, all on a comparative basis with the prior fiscal year and prepared in accordance with GAAP, GAAP and certified (subject to normal year-end adjustments) by a recognized firm of certified public accountants, (ii) within ninety (90) days of the close of each fiscal quarter of Customer, CustomerBorrower’s quarterly financial report certified by the chief financial officer of Customerofficer, (iii) all of Customer’s Forms 10-K and 10-Qprovided, if anyhowever, filed with the SEC within thirty (30) days after the date on which they are filed (by furnishing these SEC Forms, or making them publicly available in electronic form, Customer that Borrower shall be deemed to have satisfied complied with the requirements of clauses (b)(i),(ii) or (iii))foregoing requirement if such entity files Form 10-K with the Securities and Exchange Commission that is publicly available within the time frame set forth above, and all such financial statements or Form 10-K shall fairly present financial condition and the results of operations of the respective Person as of the date of and for the period covered by such statements; and (ivii) promptly, cause any such additional Guarantor to comply with the financial reporting requirements set forth in its Guaranty and promptly furnish to Lender any such financial and other information regarding the Borrower or such Guarantor or any of its affiliates as Lender may from time to time reasonably request; and (c) promptly execute and deliver to Lender such further instruments, UCC and FAA filings (including an IDERA) and other documents, make, cause to be made or consent to all registrations (including any discharges and subordinations, or as to the actual sale of, and any international interest in, the Engines) with the International Registry, and take such further action, as Lender may from time to time reasonably request in order to further carry out the intent and purpose of this Agreement the Loan Documents and to establish establish, protect and protect enforce the rights, interests interests, remedies and remedies created, or intended to be created, Liens (including the first priority thereof) created in favor of Lender hereby. Customer hereby irrevocably authorizes Lender and any employee, officer or agent thereof, in such jurisdictions where such action is authorized by law, to effect any such recordation or filing without the signature of Customer thereto. Customer hereby further agrees that (i) Customer shall not change its presently existing legal name or its form or state of organization or incorporation on or at any time after the date of this Agreement without Lender’s prior written consent, (ii) if Customer’s presently existing state organizational identification number changes, or if Customer currently has no such state organizational number but is subsequently issued such a number, on or at any time after the date of this Agreement, Customer shall immediately notify Lender thereof, and (iii) Customer shall not change the presently existing mailing, chief executive office and/or principal place of business address on or at any time after the date of this Agreement without giving Lender thirty (30) days’ prior written notice of the same. Customer will pay, or reimburse Lender for, any and all fees, taxes, insurance premiums, costs and expenses of whatever kind or nature incurred in connection with the creation, preservation and protection of the Collateral and Lender’s first priority and only security interest thereinthereby.

Notices; Financial Information; and Further Assurances. Customer willshall, at its sole expense: (a) promptly give written notice to Lender of (i) the occurrence of any Event of Default or any event which with notice, with lapse of time and/or with any further condition, event or act would constitute an Event of Default; (ii) the occurrence of any Event of Loss or event of which Customer may be aware that could become an Event of Loss; (iii) the commencement or threat of any material litigation or proceedings affecting Customer or any material litigation or proceedings affecting the AircraftAircraft or any of the other Collateral, or the ability of Customer to comply with its obligations under the Loan Documents; and (iv) any dispute between Customer or any Interested Third Party and any governmental regulatory body Governmental Authority or other party Person that involves the Aircraft or any of the other Collateral or that might materially interfere with the normal business operations of Customer; (b) furnish to Lender (i) within ninety (90) days of the close of each fiscal year of CustomerCustomer beginning with December 31, 2011, Customer’s consolidated (and, if applicable, consolidating) balance sheet, statement sheet and statements of shareholders’ or members’ equity, statement of cash flows and statement operations as of operations, the end of and for such fiscal year all on a comparative basis with the prior fiscal year and prepared in accordance with GAAP, certified by a recognized firm of certified public accountants, (ii) within ninety (90) days of the close of each fiscal quarter of CustomerCustomer beginning with September 30, 2011, Customer’s quarterly financial report consolidated (and, if applicable, consolidating), balance sheet and statements of shareholders’ or member’s equity, cash flows and operations as of the end of and for such fiscal quarter, all on a comparative basis with the similar fiscal quarter of the previous year and prepared in accordance with GAAP, certified by the chief financial officer of Customer, (iii) all of Customer’s Forms 10-K and 10-Q, if any, filed with the SEC within thirty (30) days after the date on which they are filed (by furnishing these SEC Forms, or making them publicly available in electronic form, ; provided that Customer shall be deemed to have satisfied the financial reporting requirements of clauses herein if, within the time frames specified in clause (b)(i),(iib)(i) and (b)(ii), Customer files with the SEC its Forms 10K and 10Q or makes such forms publicly available in electronic format; and (iii)), and (iv) promptly, such additional financial and other information as Lender may from time to time reasonably request; and (c) promptly execute and deliver to Lender such further instruments, UCC UCC, FAA and FAA other Applicable Aviation Authority filings (including an IDERA) and other documents, make, cause to be made and/or consent to all registrations (including any discharges and subordinations, or as to the prospective or actual sale of, and any international interest in, the Engines) with the International Registry, and take such further action, as Lender may from time to time reasonably request in order to further carry out the intent and purpose of this Agreement the Loan Documents and to establish establish, protect and protect enforce the rights, interests interests, remedies and remedies Liens (including the first priority thereof) created, or intended to be created, in favor of Lender hereby. Customer hereby irrevocably authorizes Lender and any employee, officer or agent thereof, in such jurisdictions where such action is authorized by law, to effect any such recordation or filing without the signature of Customer thereto. Customer hereby further agrees that (i) Customer shall not change its presently existing legal name or its form or state of organization or incorporation on or at any time after the date of this Agreement without Lender’s prior written consent, (ii) if Customer’s presently existing state organizational identification number changes, or if Customer currently has no such state organizational number but is subsequently issued such a number, on or at any time after the date of this Agreement, Customer shall immediately notify Lender thereof, and (iii) Customer shall not change the presently existing mailing, chief executive office and/or principal place of business address on or at any time after the date of this Agreement without giving Lender thirty (30) days’ prior written notice of the same. Customer will pay, or reimburse Lender for, any and all fees, taxes, insurance premiums, costs and expenses of whatever kind or nature incurred in connection with the creation, preservation and protection of the Collateral and Lender’s first priority and only security interest thereinthereby.

Notices; Financial Information; and Further Assurances. Customer will, at its sole expense: (a) promptly give written notice to Lender of (i) the occurrence of any Event of Default or any event which that with notice, with lapse of time and/or with any further condition, event or act would constitute an Event of Default (a "Default"); (ii) the occurrence of any Event of Loss; and (iii) the commencement or threat of any material litigation or proceedings affecting Customer or any material litigation or proceedings affecting the AircraftProceeding; and (iv) any dispute between Customer and any governmental regulatory body contemplated change in the name, address, or other party that involves the Aircraft or that might materially interfere with the normal business operations jurisdiction of organization of Customer; (b) furnish to Lender (i) within ninety (90) as soon as available, but in any event not later than 120 days of after the close end of each fiscal year of CustomerGuarantor, Customer’s consolidated (anda balance sheet of Guarantor as at the end of such fiscal year, if applicable, consolidating) balance sheet, statement and statements of shareholders’ equity, statement income and changes in financial position of cash flows and statement of operationsGuarantor for such fiscal year, all on a comparative basis with the prior fiscal year and in reasonable detail, prepared in accordance with GAAP, GAAP and certified by a recognized firm of independent certified public accountants, accountants of recognized standing selected by Guarantor (ii) within ninety (90) days of the close of each fiscal quarter of Customer, Customer’s quarterly financial report certified by the chief financial officer of Customer, (iii) all of Customer’s Forms 10-K and 10-Q, if any, filed with the SEC within thirty (30) days after the date on which they are filed (by furnishing these SEC Forms, or making them publicly available in electronic form, Customer shall be deemed a firm acceptable to have satisfied the requirements of clauses (b)(i),(ii) or (iii)Lender), and (ivii) promptly, such additional financial and other information as Lender may from time to time reasonably request; and (c) promptly promptly, at its sole expense, execute and deliver to Lender such further instruments, UCC and FAA filings and other documents, and take such further action, as Lender may from time to time reasonably request in order to further carry out the intent and purpose of this Agreement and to establish and protect the rights, interests and remedies created, or intended to be created, in favor of Lender hereby. Customer hereby irrevocably authorizes Lender and any employee, officer or agent thereofLender, in such jurisdictions where such action is authorized by law, to effect any such recordation or filing without the signature of Customer thereto. Customer hereby further agrees that (i) Customer shall not change its presently existing legal name or its form or state of organization or incorporation on or at any time after the date of this Agreement without Lender’s prior written consent, (ii) if Customer’s presently existing state organizational identification number changes, or if Customer currently has no such state organizational number but is subsequently issued such a number, on or at any time after the date of this Agreement, Customer shall immediately notify Lender thereof, and (iii) Customer shall not change the presently existing mailing, chief executive office and/or principal place of business address on or at any time after the date of this Agreement without giving Lender thirty (30) days’ prior written notice of the same. Customer will pay, or reimburse Lender for, any and all fees, taxes, insurance premiums, costs and expenses of whatever kind or nature incurred in connection with the creation, preservation and protection of the Collateral and Lender’s 's first priority and only security interest therein.

Notices; Financial Information; and Further Assurances. Customer Borrower will, at its sole expense: : (a) promptly give written notice to Lender of (i) the occurrence of any Event of Default or any event which with notice, with lapse of time and/or with any further condition, event or act would constitute an Event of Default; (ii) the occurrence of any Event of Loss or event of which Borrower may be aware that could become an Event of Loss; (iii) the commencement or threat of any material litigation or proceedings affecting Customer Borrower or any material litigation or proceedings affecting the AircraftAircraft or any of the other Collateral, or the ability of Borrower to comply with its obligations under the Loan Documents; and (iv) any dispute between Customer Borrower or any Interested Third Party and any governmental regulatory body Governmental Authority or other party that involves the Aircraft or any of the other Collateral or that might materially interfere with the normal business operations of Customer; Borrower; (b) furnish with respect to Lender itself, deliver to Lender, (i) within ninety (90) as soon as practicable but in no event later than 90 days of after the close closing of each fiscal year of Customersuch Person, Customer’s consolidated (andcomplete financial statements of such Person, if applicable, consolidating) balance sheet, statement of shareholders’ equity, statement of cash flows and statement of operations, all on a comparative basis with the prior fiscal year and prepared in accordance with GAAP, GAAP and certified (subject to normal year-end adjustments) by a recognized firm of certified public accountants, (ii) within ninety (90) days of the close of each fiscal quarter of Customer, CustomerBorrower’s quarterly financial report certified by the chief financial officer of Customerofficer, (iii) all of Customer’s Forms 10-K and 10-Qprovided, if anyhowever, filed with the SEC within thirty (30) days after the date on which they are filed (by furnishing these SEC Forms, or making them publicly available in electronic form, Customer that Borrower shall be deemed to have satisfied complied with the requirements of clauses (b)(i),(ii) or (iii))foregoing requirement if such entity files Form 10-K with the Securities and Exchange Commission that is publicly available within the time frame set forth above, and all such financial statements or Form 10-K shall fairly present financial condition and the results of operations of the respective Person as of the date of and for the period covered by such statements; and (ivii) promptly, cause any such additional Guarantor to comply with the financial reporting requirements set forth in its Guaranty and promptly furnish to Lender any such financial and other information regarding the Borrower or such Guarantor or any of its affiliates as Lender may from time to time reasonably request; and and (c) promptly execute and deliver to Lender such further instruments, UCC and FAA filings (including an IDERA) and other documents, make, cause to be made or consent to all registrations (including any discharges and subordinations, or as to the actual sale of, and any international interest in, the Engines) with the International Registry, and take such further action, as Lender may from time to time reasonably request in order to further carry out the intent and purpose of this Agreement the Loan Documents and to establish establish, protect and protect enforce the rights, interests interests, remedies and remedies created, or intended to be created, Liens (including the first priority thereof) created in favor of Lender hereby. Customer hereby irrevocably authorizes Lender and any employee, officer or agent thereof, in such jurisdictions where such action is authorized by law, to effect any such recordation or filing without the signature of Customer thereto. Customer hereby further agrees that (i) Customer shall not change its presently existing legal name or its form or state of organization or incorporation on or at any time after the date of this Agreement without Lender’s prior written consent, (ii) if Customer’s presently existing state organizational identification number changes, or if Customer currently has no such state organizational number but is subsequently issued such a number, on or at any time after the date of this Agreement, Customer shall immediately notify Lender thereof, and (iii) Customer shall not change the presently existing mailing, chief executive office and/or principal place of business address on or at any time after the date of this Agreement without giving Lender thirty (30) days’ prior written notice of the same. Customer will pay, or reimburse Lender for, any and all fees, taxes, insurance premiums, costs and expenses of whatever kind or nature incurred in connection with the creation, preservation and protection of the Collateral and Lender’s first priority and only security interest thereinthereby.