Common use of Prepayment of Certificates Clause in Contracts

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section)hereof. (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article Section 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]As contemplated by Section 2.16 hereof and Section 3.05(b) of the Participation Agreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee and the Owner Participant upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase)Aircraft, but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section)hereof. (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (vi) [Reserved]. (vii) [Reserved]. (viii) With respect Pursuant to the Series C Certificates only, as provided in Section 2.03(b) 15.01 of the Original Participation AgreementAgreement in connection with a Refinancing of the Certificates, but subject to Section 6.02(c) below. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (vviii) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section Sections 6.02(c) and 6.03 hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the any Owner Participant or the Owner Trustee on behalf of the any Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]Unless the last sentence of Section 3.03(b) of the Participation Agreement is applicable, as contemplated by Section 2.16 hereof and Section 3.03(b) of the Participation Agreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 11(a)(1) of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a16(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall is not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant Participant, or the Owner Trustee on behalf of the Owner Participant Participant, gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 3(g) of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]As contemplated by Section 2.16 hereof and Section 3.05(b) of the Participation Agreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (vii) At the option of the Owner Trustee Trustee, with the prior written consent of the Lessee and the Owner Participant, upon not less than 25 days' prior written notice. (viii) With respect If a Triggering Event (as defined in the Intercreditor Agreement) occurs prior to the Series C earliest of (A) the Delivery Date, (B) the date the obligations of the Owner Trustee under the Certificates only, as provided in are assumed by the Lessee pursuant to Section 2.03(b3.05(a) of the Original Participation AgreementAgreement and (iii) the Cut-Off Date. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a16(a) or 10.01 3(g) of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.0211(a)(2) of the Lease. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(iii) above, the Certificates shall be prepaid in full on the date so designated in the notice referred to in Section 8.02 hereof. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(ii) or (iv) above, the Certificates shall be prepaid in full on the Termination Date. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(v) above, the Certificates shall be prepaid on the effective date of the Refinancing. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(vi) above, the Certificates shall be prepaid on the 15th day following the Cut-Off Date. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(vii) above, the Certificates shall be prepaid on the date designated in the notice referred to therein. In the case of a prepayment of the Certificates pursuant to Section 6.02(a) (viii) above, the Certificates shall be prepaid on the Special Distribution Date (as defined in the Intercreditor Agreement) as provided in Section 2.4(b)(ii) of the Intercreditor Agreement. The day on which the Certificates are to be prepaid pursuant to this Section 6.01(b) is herein referred to as the "Prepayment Date". On or prior to the Prepayment Date, immediately available funds shall be deposited with the Indenture Trustee in an amount in respect of the Certificates equal to: (1) if such prepayment is made pursuant to Section 6.02(a)(i), (iii) (if clause (i), but not clause (ii) or clause (iii) of the first sentence of Section 8.02(a) of the Indenture is applicable and such prepayment is made when an Event of Default has occurred and been continuing for 180 days or more, or if clause (ii) or clause (iii) of the first sentence of Section 8.02(a) hereof is applicable), 6.02(a)(vi) or 6.02(a)(viii) above, the sum of (A) the aggregate principal amount of such Certificates then Outstanding, (B) accrued interest on the Certificates to the Prepayment Date and (C) all other aggregate sums due the Indenture Trustee hereunder or under the Participation Agreement or the Lease, but excluding any Make-Whole Premium or other premium or penalty, or (2) if such prepayment is made pursuant to Section 6.02(a)(ii), 6.02(a)(iii) (if clause (i), but not clause (ii) or clause (iii) of the first sentence of Section 8.02(a) of the Indenture is applicable and such prepayment is made when an Event of Default has occurred and been continuing for less than 180 days) 6.02(a)(iv), 6.02(a)(v) or 6.02(a)(vii) above, the sum of the amounts specified in clauses (A), (B) and (C) of the preceding clause (1) plus any Make-Whole Premium payable in respect of all Certificates (the aggregate amount required to be paid pursuant to this sentence being herein referred to as the "Prepayment Price"). (c) If, pursuant to the last paragraph of Section 3(g) of the Lease, no Termination Date shall occur, or if no refinancing shall occur pursuant to Article 15 of the Participation Agreement, the Lessee shall give notice thereof to the Indenture Trustee, and the prepayment proposed to be effected in respect thereof shall not occur.

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viiivii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) belowAircraft. (iii) If the any Owner Participant or the Owner Trustee on behalf of the any Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section)hereof. (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viiivi) As contemplated by Section 2.16 hereof and Section 3.03(b) of the Participation Agreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (vii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (viii) Pursuant to Section 15.01 of the Participation Agreement in connection with a Refinancing of the Certificates. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (vviii) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section)hereof. (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in As contemplated by Section 2.03(b2.16 hereof and Section 3.05(b) of the Original Participation AgreementAgreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article Section 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]As contemplated by Section 2.16 hereof and Section 3.03(b) of the Participation Agreement if the Delivery Date has not occurred on or prior to the Cut-Off Date. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 Article15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee and the Owner Participant upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viiivii) below): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) belowAircraft. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section)hereof. (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viiivi) [Reserved]. (vii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (viii) Pursuant to Section 15.01 of the Participation Agreement in connection with a Refinancing of the Certificates. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (vviii) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) belowpart): (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article Section 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02

Prepayment of Certificates. (a) The Outstanding Certificates shall be prepaid in full (and not in part except under clause (viii) below):full: (i) If an Event of Loss occurs with respect to the Airframe or with respect to the Airframe and the Engines or engines then installed on the Airframe (unless pursuant to Section 11.03 of the Lease and Section 9.08 hereof replacement equipment is substituted therefor). (ii) If the Lessee, pursuant to Section 4.02(a) of the Lease, gives notice of purchase of the Aircraft (and Section 2.12 hereof shall not be applicable in connection with such purchase), but subject to Section 6.02(c) below. (iii) If the Owner Participant or the Owner Trustee on behalf of the Owner Participant gives notice of prepayment to the Indenture Trustee pursuant to Section 8.02 hereof (unless such notice is revoked in accordance with such Section). (iv) If the Lessee, pursuant to Section 10.01 of the Lease, gives notice of a voluntary termination for obsolescence or surplus, but subject to Section 6.02(c) below. (v) Pursuant to Section 15.01 of the Participation Agreement in connection with a refinancing of the Certificates, but subject to Section 6.02(c) below. (vi) [Reserved]As contemplated by Section 2.16 hereof and Section 3.05(b) of the Participation Agreement if the Lease Commencement Date has not occurred on or prior to the Cut-Off Date. (vii) At the option of the Owner Trustee with the prior written consent of the Lessee upon not less than 25 days' prior written notice. (viii) With respect to the Series C Certificates only, as provided in Section 2.03(b) of the Original Participation Agreement. (b) In the event of a prepayment of the Certificates pursuant to Sections 6.02(a)(ii), (iv) and (v) above, the Owner Trustee, having received notice from the Lessee in accordance with and subject to the terms of Section 4.02(a) or 10.01 of the Lease or Article 15 of the Participation Agreement, as the case may be, shall give irrevocable (subject to Section 6.02(c) hereof) written notice to the Indenture Trustee and to the Holders of all of the Certificates specifying the Business Day on which the Certificates shall be prepaid. In the case of a prepayment of the Certificates pursuant to Section 6.02(a)(i) above, the Certificates shall be prepaid in full on the Loss Payment Date as defined in Section 11.02