Common use of Prepayment of Equipment Notes Clause in Contracts

Prepayment of Equipment Notes. (a) The Outstanding ----------------------------- Equipment Notes shall be prepaid in full and not in part: (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 8(a)(i) of the Lease and Section 9.08 hereof replacement equipment is substituted for the Airframe and Engines, if any, subject to such Event of Loss); (ii) If the Lessee, pursuant to Section 13(b) of the Lease, gives notice of purchase of the Aircraft (and Section 2.11 hereof is not applicable in connection with such purchase); (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; (iv) If the Lessee, pursuant to Section 14(a) 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 13.01 of the Participation Agreement in connection with a refinancing of the Equipment Notes, but subject to Section 6.02(c) below; or (vi) 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. (b) In the event of a prepayment of the Equipment Notes pursuant to Sections 6.02(a)(ii), (iv) or (v) above, the Owner Trustee, a Responsible Officer of which having received notice from the Lessee in accordance with and subject to the terms of Section 13(b) or 14(a) of the Lease or Article 13 of the Participation Agreement, as the case may be, shall give written notice to the Indenture Trustee and to the Holders of all of the Equipment Notes specifying the Business Day on which the Equipment Notes shall be prepaid. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(i) above, the Equipment Notes shall be prepaid in full on the Termination Date specified in Section 8(a)(ii) of the Lease. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(ii) above, the Equipment Notes shall be paid in full on the EBO Date. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(iii) above, the Equipment Notes 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 Equipment Notes pursuant to Section 6.02(a)(iv) above, the Equipment Notes shall be prepaid in full on the Termination Date specified in Section 14(a)

Prepayment of Equipment Notes. (a) The Outstanding ----------------------------- Equipment Notes shall be prepaid in full and not in part: (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 8(a)(i4.04(a)(i) of the Lease and Section 9.08 hereof replacement equipment is substituted for the Airframe and Engines, if any, subject to such Event of Losstherefor);. (ii) If the Lessee, pursuant to Section 13(b) of the Lease, gives notice of purchase of the Aircraft (and Section 2.11 hereof is not applicable in connection with such purchase); (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; (iv) If the Lessee, pursuant to Section 14(a) 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 13.01 of the Participation Agreement in connection with a refinancing of the Equipment Notes, but subject to Section 6.02(c) below; or (vi) At the option of the Owner Trustee, with the prior written consent of the Lessee and the Owner ParticipantCompany, upon not less than 25 days' prior written notice. (b) In the event of a prepayment of the Equipment Notes pursuant to Sections 6.02(a)(ii), (iv) or (v) above, the Owner Trustee, a Responsible Officer of which having received notice from the Lessee in accordance with and subject to the terms of Section 13(b) or 14(a) of the Lease or Article 13 of the Participation Agreement, as the case may be, shall give written notice to the Indenture Trustee and to the Holders of all of the Equipment Notes specifying the Business Day on which the Equipment Notes shall be prepaid. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(i) above, the Equipment Notes shall be prepaid in full on the Termination Date date as specified in Section 8(a)(ii) of the Lease4.04(a)(ii). In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(ii) above, the Equipment Notes shall be paid in full on the EBO Date. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(iii) above, the Equipment Notes shall be prepaid in full on the date so designated in the notice referred to therein. The day on which the Equipment Notes 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 Section 8.02 hereof. In the case of a prepayment an amount in respect of the Equipment Notes equal to: (1) if such prepayment is made pursuant to Section 6.02(a)(iv6.02(a)(i) abovethe sum of (A) the aggregate principal amount of such Equipment Notes then Outstanding, (B) accrued interest on the Equipment Notes shall be prepaid in full on to the Termination Prepayment Date and (C) all other aggregate sums due the Indenture Trustee hereunder or under the Participation Agreement, 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), the sum of the amounts specified in Section 14(aclauses (A), (B) and (C) of the preceding clause (1) plus any Make-Whole Premium payable in respect of all Equipment Notes (the aggregate amount required to be paid pursuant to this sentence being herein referred to as the "Prepayment Price").

Prepayment of Equipment Notes. (a) The Outstanding ----------------------------- Equipment Notes shall be prepaid in full and not in part: (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 8(a)(i) of the Lease and Section 9.08 hereof replacement equipment is substituted for the Airframe and Engines, if any, subject to such Event of Losstherefor); (ii) If the Lessee, pursuant to Section 13(b) of the Lease, gives notice of purchase of the Aircraft (and Section 2.11 hereof is not applicable in connection with such purchase); (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; (iv) If the Lessee, pursuant to Section 14(a) 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 13.01 of the Participation Agreement in connection with a refinancing of the Equipment Notes, but subject to Section 6.02(c) below; or (vi) 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. (b) In the event of a prepayment of the Equipment Notes pursuant to Sections 6.02(a)(ii), (iv) or and (v) above, the Owner Trustee, a Responsible Officer of which having received notice from the Lessee in accordance with and subject to the terms of Section 13(b) or 14(a) of the Lease or Article 13 of the Participation Agreement, as the case may be, shall give written notice to the Indenture Trustee and to the Holders of all of the Equipment Notes specifying the Business Day on which the Equipment Notes shall be prepaid. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(iSection (a) (i) above, the Equipment Notes shall be prepaid in full on the Termination Loss Payment Date specified in Section 8(a)(ii) of the Lease. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(ii) above, the Equipment Notes shall be paid in full on the EBO Date. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(iii) above, the Equipment Notes 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 Equipment Notes pursuant to Section 6.02(a)(iv6.02(a)(ii) or (iv) above, the Equipment Notes shall be prepaid in full on the Termination Date. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(v) above, the Equipment Notes shall be prepaid on the effective date of the Refinancing. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(vi) above, the Equipment Notes shall be prepaid on the date designated in the notice referred to therein. The day on which the Equipment Notes are to be prepaid pursuant to this Section 6.02(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 Equipment Notes equal to: (1) if such prepayment is made pursuant to Section 6.02(a)(i) or (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), the sum of (A) the aggregate principal amount of such Equipment Notes then Outstanding, (B) accrued interest on the Equipment Notes 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)(vi) 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 Equipment Notes (the aggregate amount required to be paid pursuant to this sentence being herein referred to as the "Prepayment Price"). (c) Notwithstanding the foregoing provisions of this Section 14(a)6.02, if (x) a prepayment notice has been given in respect of Section 6.02(a)(iv) and no termination of the Lease actually occurs or (y) a prepayment notice has been given in respect of Section 6.02(a)(v) and no refinancing shall occur pursuant to Article 13 of the Participation Agreement, any notice of prepayment given pursuant to Section 6.02(b) in respect thereof shall be deemed revoked.

Prepayment of Equipment Notes. (a) The Outstanding ----------------------------- Equipment Notes shall be prepaid in full and not in part: (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 8(a)(i) of the Lease and Section 9.08 hereof replacement equipment is substituted for the Airframe and Engines, if any, subject to such Event of Losstherefor); (ii) If the Lessee, pursuant to Section 13(b) of the Lease, gives notice of purchase of the Aircraft (and Section 2.11 hereof is not applicable in connection with such purchase); (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; (iv) If the Lessee, pursuant to Section 14(a) 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 13.01 of the Participation Agreement in connection with a refinancing of the Equipment Notes, but subject to Section 6.02(c) below; or (vi) 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. (b) In the event of a prepayment of the Equipment Notes pursuant to Sections 6.02(a)(ii), (iv) or (v) above, the Owner Trustee, a Responsible Officer of which having received notice from the Lessee in accordance with and subject to the terms of Section 13(b) or 14(a) of the Lease or Article 13 of the Participation Agreement, as the case may be, shall give written notice to the Indenture Trustee and to the Holders of all of the Equipment Notes specifying the Business Day on which the Equipment Notes shall be prepaid. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(i) above, the Equipment Notes shall be prepaid in full on the Termination Date specified in Section 8(a)(ii) of the Lease. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(ii) above, the Equipment Notes shall be paid in full on the EBO Date. In the case of a prepayment of the Equipment Notes pursuant to Section 6.02(a)(iii) above, the Equipment Notes 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 Equipment Notes pursuant to Section 6.02(a)(iv) above, the Equipment Notes shall be prepaid in full on the Termination Date specified in Section 14(a)